


Cat and Spider

by Awakening5



Series: Black Cat MJ [1]
Category: Spider-Man (Tom Holland Movies)
Genre: (mostly?), BlackCat!MJ, Canon Compliant, Enemies to Lovers, F/M, Friends to Lovers, Identity Porn, Identity Reveal, Memory Loss, Sexual Content, Smut, simultaneously
Language: English
Status: Completed
Published: 2020-07-14
Updated: 2020-07-29
Packaged: 2021-03-04 21:47:22
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 5
Words: 23,321
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/25263325
Author URL: https://archiveofourown.org/users/Awakening5/pseuds/Awakening5
Summary: "No," Peter said. "May, Ned, MJ...make them forget, too.""Peter, you need your people."He nodded. "And I'll still have them. As Peter. Spider-Man has the Avengers."---The world forgets who Spider-Man is, and Spider-Man decides his journey is best made alone. Until a mysterious Cat joins him on the rooftops.
Relationships: Michelle Jones/Peter Parker
Series: Black Cat MJ [1]
Series URL: https://archiveofourown.org/series/1928515
Comments: 92
Kudos: 133





	1. Memory

**Author's Note:**

> I'm trying my hand at Spider-Man after some incredible art by Machiavelien inspired me just a little too much.
> 
> MJ as Black Cat is my new obsession and I hope it somehow happens in canon.

_Norway was cold this time of year—even New Asgard. Outside, the frigid winds howled. The sound itself almost made Peter shiver despite his heated suit. The noise felt so desolate. So alone. He could relate._

_Inside the ancient ruins, three heroes were shielded from the wind. Though the crumbling stone and dark passageways did little for the cold._

_The second hero, Valkyrie, brushed dirt and cobwebs from the wall, revealing a large stone—nearly perfectly rectangular—to be less stable than those around it. She nodded to Peter, who stepped forward. He placed his hand to the stone, allowing his scopulae to stick, and pulled._

_The large stone heaved from the wall, and Peter did his best to lower it to the ground without damaging it. Because it wasn't simply a big rock. This was a casket. Peter gingerly stepped back from the undamaged casket, proud._

_Then Valkyrie took her massive sword and struck the lid, shattering it._

_"Hey!" Peter shouted at her irreverent treatment of this historic item._

_"The bird's been dead for thousands of years," she shrugged._

_"That bird," said the third, Steven Strange. He pulled the shattered stone lid from the small coffin. "Was the raven of Odin himself."_

_Valkyrie crossed her arms and quirked an eyebrow at the two men. Well, Strange was a man. Peter supposed he was still a boy, despite his alter ego's name. And now, everyone in the world knew it thanks to Beck. Peter Parker was Spider-Man._

_"So, do you want Munin or not?" Valkyrie asked, unimpressed._

_Munin, translated as_ memory _. The raven was the bringer of information. And imbued by Odin himself with ancient power._

_"Will it work?" Peter asked, voice shaking. He peered at the bones of Munin. They seemed so nondescript—aside from being bones, of course. And yet his entire life depended on them._

_The Doctor waved his hands, and a faint yellow light emanated from the bones._

_"Yes. It will work."_

_Peter breathed out a sigh of unfathomable relief._

_"Everyone will forget?"_

_Doctor Strange nodded. "I think I'll make some exceptions," he said. "The Avengers, SHIELD, you and your family and friends."_

_"No," Peter jumped in at the last. "May, Ned, MJ...make them forget, too."_

_"Peter," Valkyrie said, her voice softer than normal. "You need your people."_

_He nodded. "And I'll still have them. As Peter. Spider-Man has the Avengers."_

_Strange and Valkyrie shared a look. But Peter knew what needed to be done. An image of Kraven dragging a long, dirty fingernail across Michelle's face came unbidden into his mind. Tied up in that dank, abandoned building for how long? Waiting for him? Because of him? Now recuperating in some secret SHIELD compound, with all assurances she would be 'fine.'_

_Regardless of her recovery, that couldn't happen again. He could never let her be a target again._

_"And Doctor Strange?" Peter said softly. He touched his fingers to his lips. "Can you make me forget things too?"_

_His eyes were sad. "Yes, Peter."_

_With a nod, Peter turned and left the ancient crypt, leaving a Queen and a Master of the Mystical Arts to watch him go._

_"Is Hugin here too?" Strange asked. The other of Odin's ravens. Translated as_ thought _._

_"Meddling in individuals' lives now, Wizard?" Her words were harsh, but her tone was anything but._

_"I am a protector of this realm—and that poor boy has no protectors left."_

-0-0-0-

Life at ESU was good, Peter decided. He missed Ned, despite their frequent nights playing Fortnight together from across the country—whenever his web-slinging duties allowed, of course. But Peter thought it was a good thing he wasn't joined by anyone from Midtown. Too many memories that the "After-blip" hadn't taken from him.

He missed them—the nights swinging through Queens with Ned in his ear. He missed the comfort of a best friend who understood why he was always late. Why the hairs would sometimes stand on the back of his neck, and he'd have to leave at a moment's notice.

He missed May worrying over his safety as Spider-Man instead of whether he was hanging around a certain crowd, experimenting with the wrong kinds of drugs. "I get it, Peter," she'd told him just last week when he'd been home for the Christmas holidays. "You're enjoying your time in college—God knows I did. But you have too much going for you to...to risk it like this."

Peter remembered how she used to be so proud of him. She still was, of course. A scholarship in the Engineering School was no joke. And an "internship" lined up at Stark Industries for the Summer—again—was any student's dream. But her eyes held worry now. Worry that she and Ben hadn't raised him right. He hated that look.

Still, Peter remembered _most_ of those months after Beck released his identity to the world, even if no one else did. Instead, they remembered the parts that didn't involve Peter Parker's name in association with Spider-Man. The whole world had a haze in their mind when they tried to recall it—they called it the After-blip. Worse in New York, the experts had determined, likely due to the Alien Invasions there over the last decade.

Or because people in New York had many more memories of Spider-Man to scrub.

And May and Ned? Well, theirs was the worst. And they could never know why.

Peter walked into Biology 101 and smiled at the faint smell of IPA hovering in the room. A dozen black-topped work benches scattered throughout the room, Peter had already secured a part-time job working as a lab assistant here. Perfect for some home-grown web fluid in a pinch, or if he didn't want to admit to Sam, Happy, or Pepper how much fluid he was going through each month. They'd just tell him to ease off his heroics and focus on school.

Peter took a seat, and while he was reaching for his backpack, a familiar voice from his past made him startle.

"Sup, loser?" she said.

Michelle Jones fell into the seat opposite him at the work bench. Peter felt his mouth drop even as it morphed into a wide smile.

"MJ?" he squeaked. "Oh my god, MJ!"

She smirked, and it was so frighteningly familiar Peter's heart nearly stopped. "Geez, Parker. Keep it together."

But he couldn't. He hadn't seen her since...well, he wasn't quite sure, really. Because Peter _had_ been impacted by the After-blip. Not in the same way as everyone else, of course. But he was a little fuzzy around the edges of his trip to Europe when he'd faced Beck. And after. Six months on the run, but with little blurry bits scattered in.

Peter shot out of his chair and ran around to give Michelle a hug. Which she tentatively returned, after awkwardly standing back up from her seat. When he pulled back, though, Peter saw a faint blush at her cheeks, and a beautiful smile.

And boy was it beautiful. Well, _she_ was. "It's so good to see you," Peter said more softly, and took a further step back, now slightly embarrassed by his show of affection.

But Michelle...well, he couldn't contain himself. He had crushed pretty hard on this girl during their post-Blip Junior year. He'd even had a plan to ask her out on their trip to Europe. His memory of that was a bit shaky, but he assumed the fights with the Elementals and Beck had put a stop to any of those plans.

And then he'd been on the run. Peter's sure he'd seen her a few times during those months, but the context was hazy. And when his mind became clear again, she was gone. Transferred to another school for her Senior year.

But now she was here, at ESU, in Bio 101 with him.

She tucked a loose strand of hair behind her ear, and continued to give him a slight smile. "It's good to see you too, Peter."

They sat across from each other once more as class begin.

"Good morning, Class," the professor said. Peter managed to tear his eyes from MJ long enough to recognize his teacher—Peter has worked with him in passing with his job in the department. "My name is Dr. Connors. And before we get started, I want you to meet the person across from you at your table. They will be your lab partner for the semester."

Peter brought his eyes back to Michelle. They grinned at each other.

Okay, so maybe _one_ person from Midtown wasn't the worst thing to happen to Peter.

-0-0-0-

Black Cat cringed. She'd been so _careful_.

Still, the alarm sounded, and Michelle knew she had to move. Fast.

Fortunately for her, she didn't _just_ have hundreds of thousands of dollars in diamonds in her hands. She _also_ had millions of dollars of research in her body and mask.

Michelle leapt from the penthouse window, bag of diamonds in one hand, a grappling rope in the other. As she swung away, unphased by the city floor well over 100 feet below, she looped the bag of diamonds to her belt.

Several buildings over, Michelle landed on a rooftop, and pulled the bag out once more to inspect the diamonds more closely.

"Lucky lady," a voice startled her to her left. "Aren't they supposed to go on a ring though?"

Michelle turned sharply, and sighed. "I wondered when you'd finally catch up to me," she said wistfully.

Spider-Man's eyes contracted in surprise. He perched in his famous pose on the ledge of the rooftop. "Was I supposed to be chasing you?" he asked.

Michelle frowned. On the one hand, she should be proud she'd been covert enough to fly under Spider-Man's radar. On the other hand... "Can't a girl get a little recognition for her work?" she asked melodramatically.

She looked around for an exit. It didn't look good. As strong and fast as her enhanced body made her, she was no match for Spider-Man. SHIELD had been quick to tell her where she _truly_ ranked among those they hoped would be her peers.

She really only had one hope of escape tonight, and that was banking on the "man" part of Spider-Man. So she sauntered toward him, perhaps adding a _little_ more hips to her walk than normal. Perhaps the slight shift of his mask was raised eyebrows.

"So, those aren't your first diamonds?" Spider-Man asked, hopping down from the ledge and taking a couple of tentative steps forward. She watched those wide white eyes move from her face, down her body, and back up to her silver hair. Michelle still did a double-take when she saw that last feature in the mirror. His posture told Michelle that he still didn't know if he should be preparing for a fight or...

She stepped up to him and ran clawed fingers lightly down his chest. Unsurprisingly, the man was strong under her touch. Muscles that, under other circumstances, she'd be fascinated to touch again—purely from a scientific perspective, of course. Did his powers grant him muscles? Or did he need to build those muscles like everyone else, by breaking them down? And if so, what kind of weights was Spider-Man lifting to break down _his_? Train cars? It was all very fascinating.

Also, they felt really good.

"I'm not spoken for, if that's what you're wondering?" she whispered, stepping to his side and leaning close to his ear.

"I wasn't," he said, and Michelle thought his voice cracked. Men could be so predictable. His head slowly tracked her while she circled him.

The Black Cat wore a skin-tight suit primarily for stealth purposes. But this particular function had come in handy a couple of times now.

"Shame," she hummed, walking behind him. She glanced down at his backside, and couldn't help the slight heat settling in her. Black Cat wasn't the only one turning heads with a skin-tight suit. "Here I thought this clandestine meeting meant something, Spider-Man."

As she finished her strut around him, Michelle put a hand to his side and folded herself against him. His stomach and chest were firm against her, and she heard him gasp as she pressed closer still. And then one of his hands was at her waist to mirror her.

He wasn't tall—maybe her own height if she weren't wearing her stilleto boots. She bent her leg at the knee and brought one of those heels up behind her.

"I don't even know who you are," Spider-Man said, breathlessly, his hand shifting to the small of her back. It felt...comfortable there. It was warm against her, even through his suit and hers. He looked up at her, and for the briefest moment, Michelle thought she understood him, even through the mask.

He was alone on these rooftops, except for tonight. For this one moment, he had someone to share the skyline in the moonlight. And that realization—whether real or projected on to him—made Michelle regret her next action.

"I'm The Black Cat," she whispered, and broke off the heel of her shoe. She swung her hand forward and stabbed Spider-Man with a thin needle that sat hidden in the broken stiletto.

He staggered backwards, eyes widening in surprise. Michelle felt a pang of regret—but she needed this money. And this hero wouldn't understand.

"What...what was that?" he asked, and Michelle thought he already looked a bit dizzy on his feet.

"Just a light paralyzing agent," she said. "In case men get too handsy."

Spider-Man had the gall to look apologetic. "I didn't mean..."

She huffed out a weak laugh. "I didn't mind it from you," she said honestly. "Don't worry—with your metabolism, you'll be back on your feet in minutes."

He dropped to his knees and then slumped to the side. His speech was slurred when she ran to the building's ledge. "Wait—"

She spared a glance over her shoulder, and saw him fighting for control of his body. "Until next time, Spider." And then she leapt from the building, anxiously awaiting that next time.


	2. Thief of a Thief

**Notes for the Chapter:**

> Lol I thought I'd be "clever" and use Cats song titles as chapter titles, but they're mostly all named after cat characters except for Memory. Serves me right for thinking longer than 2 seconds about titles.

_Nick Fury was grumpier than Michelle imagined he would be. Like he couldn't believe_ anything _was worth his time, much less Michelle Jones. She sat in her hospital bed—if it could even be called that for all of the technology at her bedside that she knew no hospital had. It was a crime to keep this life-saving technology from the world._

_"Parker is on his way back from Norway," the man said. "Have you given more thought to what I'm offering you?"_

_Yeah. She's had time to think on it. Super Soldier Serum sounds cool and all, but she knew there would be strings attached. Certainly more strings than "An Avenger when he feels like it" Spider-Man._

_"Why me?" she asked instead of expressing her reservations. She looked down at her body, weak after atrophying from two weeks in Kraven's 'cell'. "I'm not anybody special."_

_"Have you ever seen pictures of Steve Rodgers before the serum?" Fury asked._

_Michelle nodded. And a strange image of her growing a foot and looking like a bodybuilder entered her mind._

_"Captain Rodgers was chosen because of his heart and his courage and his mind. So, tell me Ms. Jones. Why_ wouldn't _we choose you?"_

 _Michelle's heart thundered in her chest. She knew what she had in her. But no one else was supposed to know those things. It had taken her years to let Peter see it in her. And this man just_ presumed _to know her?_

 _She conceded that he_ was _probably the greatest spy in the history of the world, though. If she could be okay with anyone figuring her out, it might as well be him._

_Still seeing the indecision on her face, Fury added one more thing. "Parker...he's been a wreck. Blames himself for everything, of course. Might give him peace of mind to know you can handle yourself in his world."_

_Michelle glared at Nick Fury, and he might have flinched. "You're using my relationship with Peter to manipulate me into joining your special forces?" she asked. And even though she had deeper-seated issues with joining SHIELD, she was glad for another reason to refuse. "Sorry,_ Director _. I don't think I'm the right girl for the job."_

-0-0-0-

Peter hated himself for thinking about her touch so often. Her hand on his chest, sharp claws from her suit digging into him _just_ the right amount. What other weapons was that suit hiding? At first glance, it was _nothing_. Peter could still see every curve of her body when he closed his eyes. Could still see the sway of her hips that paralyzed him every bit as much as the reagent hidden in her boot.

It seemed lately that the only time he wasn't thinking about her was when he was doing school work. Well, specifically Bio 101. And more specifically Bio 101 with MJ. He seemed almost incapable of thinking of Cat when MJ was around—but that carried a whole host of other concerns that he tried not to dwell on. So instead, he dwelled on Cat.

It made him sick that he still reflected on the way they'd pressed together on that rooftop. It was all a ploy. All a part of her escape plan.

So he shouldn't keep mulling over the regret in her voice after she'd drugged him, careful to tell him it would only affect him for a couple minutes. He shouldn't dwell on her saying she didn't mind his touch. Shouldn't think about "Until next time, Spider," and do everything in his power to get to that next time. Because it was all a part of her plan, right?

And yet, Peter spent two weeks searching the rooftops for her, asking his informants about her, and even stooping so low as to check with his webbed-up thieves before handing them over to the cops. "Say," he asked now, hating himself again for caring. "Ever seen a woman dressed like a cat on the rooftops before?"

The man in his early thirties webbed to the wall actually smiled. "Oh no way! Aaron was just telling me about some chick like that!"

Peter stilled. "What? Where?"

The thief's smile dropped. "What's it worth to you?"

Peter groaned. He looked down at the bag of jewelry and sunglasses hastily thrown in. He could return the items. No harm done, right?

"You won't steal anymore?" Peter asked, looking at the man.

He shook his head far too quickly. "No sir," he said.

Peter rolled his eyes, wondering if that came through in the suit. "Look, man," Peter said. "At least steal from someone with insurance next time. You could've kept that vendor from feeding his family this week by taking this stuff."

And at that, the man looked genuinely upset. "Right," he said softly.

"Alright, I won't tell the cops that I got you, but I _will_ be taking this back," Peter said, holding up the stolen items.

The man hesitated, but obviously assumed he wouldn't be getting a better deal. "Alright, my buddy Aaron was telling me about this fine woman who comes by his place every couple of weeks. Wouldn't tell me the details of why she comes by."

Peter's stomach sunk, and he hated himself for the reaction. "So...like they're involved or something?"

The thief laughed. "Oh no, he'd _definitely_ be bragging if he was hitting that. Told me how nice she is in that black leather suit though. No, they just have business together that he doesn't get into."

In his infuriating relief, Peter pressed the thief for the address and then made to swing away. "Hold up," the man called out from the wall to which he was stuck. He struggled at the webbing around his hand and torso. "Get me out of this stuff."

"Nope," Peter called back. "You're a criminal. You deserve at least that much."

Peter barely caught the grumble as he webbed away. "Aaron told me you did this shit, too."

Peter found the address. He settled on the building across the street. It was an apartment building. A little on the older side, but not run-down. He watched for an hour, telling himself he was stupid for waiting for her. And then waited a little longer. "Just making sure she's brought to justice," he told himself, convincing no one in the process.

In all, it was the third night he observed the apartment building that he saw her. She swung through the buildings like him—using some sort of rope and grapple contraption. Either she was enhanced, or her tech and suit could support some crazy forces for her to swing through the city like that. She landed on the rooftop across the street from him, and he couldn't help but trace her outline again. He hoped her suit had heating coils like his. It was cold out.

She carried a larger bag today. If _that_ was full of diamonds, it would be worth millions. She reached into it and took out a stack of bills. Cash, not diamonds. Still a lot of money—and there were only a few types of businesses that kept cash like that on hand. Peter took a deep breath and jumped across the street, and landed quietly on her building.

"I'm surprised you don't have a big dollar sign on the side," Peter said, keeping his body at the ready to react in case she had some tranquilizer dart hidden in her earrings or something. "It would really complete the whole burglar vibe you've got going here."

She spun around, eyes anxious. But she didn't immediately reach for a weapon. "So good to see you again, Spider," she said. Her voice was deeper than he thought it should be. Like she was attempting seduction. Definitely attempting. Being called 'Spider' like that definitely didn't do anything to him coming from those full, red lips.

"I wouldn't call the last time so good," Peter lied. He took a step forward, despite knowing how silly it was. But there was _something_ to her. But the second he tried to focus on it, it was gone. Like a spot in Peter's vision after staring at the sun.

"And yet you've been stalking me," Cat replied, and seemed to gather a confidence that made Peter a little nervous she had another trick up her arm-hugging sleeve. All he could see there was the contraption around her forearm that obviously stored her rope. Naturally, he looked down at her feet as she stepped towards him. Her boots were gone—simple black sneakers in their place.

"Tracking, not stalking," he corrected. "Though I do notice you've lost your heels tonight."

"Needed stealth and comfort over hidden function," she replied. She spun slowly on the spot, showing off far more than her new sneakers. Peter couldn't help it as his eyes danced down to her shapely backside and legs then back up the curves of her hips and breasts. Her suit dipped just enough at the neck to make Peter concerned his suit might not be enough to conceal the affect she was having on him. He stared at her collarbone as she flipped her silver hair over her shoulder.

When she stopped spinning, her hazel eyes stared bullets into his. He shuddered that she could find his eyes through his mask. "What do you think?"

Renamed after the After-blip because he ached at the thought of "Peter Tingle" and the memories of May being in on his secret, Peter's "Spider Sense" was not nearly as active as it had been during his last encounter with Cat. Of course, he had been feeling so many _other_ things last time, Peter really couldn't be blamed for not heeding his sixth sense.

"I think your distraction would be a little more effective if you weren't carrying a cash bag." Peter stepped right up to the Black Cat, and held out his hand. "The stolen money, please?"

"It's not what you think," she said softly.

"It's not stolen?" Peter challenged, and foolishly let himself hope, even for a second, that it had all been one big misunderstanding.

Cat didn't respond. So Peter held up his hand again. "Are you going to turn me in?" she asked.

The question he'd been avoiding answering himself for a week.

If he returned the money, no harm done, right? Just like the thief who gave him this location. And he had no immediate proof of past crimes other than some playful boasting on her part—circumstantial evidence at best.

"No," he managed, and Cat's eyebrows shot up, out over her mask, which hardly covered a thing really. Strange how familiar...but the thought vanished as she hid her surprise.

"So, what, you take my money and pretend I'm not going to just find more somewhere else? And then just return everything I take in the future?"

Peter couldn't deny how silly it was, when posed to him like that. "Or you could follow me around instead," he said. Was it sexist of him to be offering Cat a choice when he never did for any of his other adversaries? Sure, he'd tried to help Toomes not _die_ , but he hadn't suggested turning from his life of crime and _joining_ Peter. But a beautiful girl flashes him a smile and runs her warm hand down his chest and he's ready to bend over backwards for her.

But there was _something_ more than her seductive smile that had him hoping.

"I think I'll pass," she said at last. But she handed over the bag, and told him the address. He thought he knew the place, out near Atlantic and 4th. Her hand lingered on his after she handed the bag over. "Why do you do it, Spider? Every day, car chases or kittens in a tree. You're there."

"Bit of a loaded question," he responded immediately. "Why do you do what you do?"

She let out a short laugh at his reversal. Clearly it was a sufficient answer for her. "Nice."

"You could've really hurt me last time, but you didn't," he admitted to her. And pressed her. Because he needed to know what it was about her that pulled him in like a magnet. "And you're not putting up a fight now. Why?"

She frowned. "Because hurting you would be the opposite of why I'm doing this." She released his hand, only to press hers to his chest again. He wasn't sure if he should flinch away or embrace her touch.

"Then give the car-chasing and kitten-saving a try," he said.

She sighed dramatically, and pulled away. "Maybe the kittens," she said with a wink. "You're not all that hard to track down, Spider. If I change my mind, I'll find you."

"And if you don't change your mind," Peter replied, holding up the bag of money, the implication of her theft heavy in the air. "I'll find you again."

She nodded as she backed toward the building's ledge. She seemed determined, if a little defeated. She turned and leapt off, her ropes carrying her away. Peter watched her go two blocks before she turned out of sight.

Later that night, Peter discovered that the money Cat stole was from Tombstone. Peter had had a run-in or two with the man. He was the head of crime family that Peter had not had much success in stopping. So Spider-Man had called his contact at the FBI, given them what information he had, and moved on from Tombstone. But he knew one thing. He could not give that man his money back. 

And so it was that Peter hid over a hundred thousand dollars under his bed, with no idea what to do about it. Or no idea what Cat was up to, and how he could protect her from the storm that would surely be coming her way. Or no idea why he felt such a deep need to protect her.

-0-0-0-

Michelle dropped her bag on the table, slumped into the chair opposite Peter, and huffed out a long sigh.

"You good?" he asked, a slight smile on his face. Then he looked up at her from his physics homework. She watched as the smile faded. "Oh," he said softer. "You're not good."

Michelle wasn't sure when it happened, but she let her guard down around Peter. She was _sure_ she wasn't like this in High School. Certainly not her sophomore year, when she'd only torn down enough walls to be able to say she had _friends._ God, the bar was low for her back then.

Junior year, following the Blip...maybe? She had solid memories of easier conversations with him. She had fuzzy memories of stolen glances and moments where she'd dared hope that he was watching her. And then she had a massive amount of missing moments leading up to her time with SHIELD—could that lost time have been filled with Peter? Was _that_ when she let her guard down around him?

Or was it simply these last few weeks in class and Bio 101 study sessions? If anyone could disarm her so quickly, Michelle knew it would be Peter. Cute, kind, smart, and empathetic. She'd deny it to anyone who called her out on it, but Peter had a special place in her heart—and not just as her first true crush. The young man _still_ had residence in her head or her heart. Most days MJ wasn't sure which.

"I'm fine, Peter," Michelle replied to his worried gaze. "I've just got some personal stuff I'm a little stressed about."

Personal Stuff. The other thing that had permanent residence in her mind and heart. Well, that and Spider-Man, who was the biggest thorn in Cat's side all while being someone admirable. Someone she wished she could see eye-to-eye with. Someone she _wished_ to touch a little longer than their stolen moments on rooftops as adversaries.

Peter let the matter drop, for which she was grateful. Instead they dug into cellular biology of plants and animals. Honestly, it was simple stuff that both she and Peter had aced in AP Bio back at Midtown—but the Blip had royally screwed a lot of blipped kids out of college credits. Considering how much more was lost during those years, MJ couldn't muster the energy to fight it or be truly angry.

Instead, she counted herself lucky that the class had reunited her with Peter. And they studied for an hour in an easy, companionable work-flow. That's how it had been for the past two weeks. Equal parts effective and enjoyable. And if there were a pair of stolen glances like those Michelle wondered if she'd fabricated back in their Junior Year, she didn't dwell on it. Now wasn't a great time in her life to dwell on such things.

"Now it all makes sense why you never see any plant life on the Death Star," Peter said after reviewing photosynthesis—the last item on the list for today.

"What?" MJ narrowed her eyes.

"Well they wouldn't be able to eat with all the Dark Side around them," Peter said, a satisfied smile on his lips. "They need the Light."

"Oh my god, dork," Michelle groaned. "Why are you this way?"

Peter merely chuckled, and it brought a smile to Michelle's lips. He closed his book. "Got any plans for the evening?"

Michelle needed to find $240,000. That was her goal for the coming evenings. But how could she do that with Spider-Man on her tail now? She'd yet to come up with a good plan except to be sneakier. But no, she needed a diversion—something to keep Spider occupied.

"Nothing," she answered, not particularly interested in letting Peter in on her double life. Like Spider-Man, something told Michelle Peter would not fully approve of her actions. "What's up?"

He stood, and packed his books away. "Wondered if you wanted to grab a pizza or something?"

Michelle similarly packed her bags up. Peter wasn't blushing or stammering. He looked at her earnestly, and she knew instinctively this wasn't about the tension starting to bubble up between them. No, this was about MJ's stressful "Personal Stuff," and Peter being a genuinely good guy and friend.

Michelle's chest constricted oddly and pleasantly as she watched his hopeful eyes.

A night off from Black Cat sounded like just what she needed. She had a couple of weeks to figure things out. Tonight, she needed to forget about it all and recharge. She could use some time away from Spider-Man. So she'd spend an evening with Peter instead.

"Thanks, Peter," she said softly. "I think I'd really enjoy that."

They slung their backpacks on, and walked to the library exit, bumping shoulders and hardly stepping away.

**Notes for the Chapter:**

> It's been a blast to write for these two. Hope you enjoy reading! Let me know what you think!


	3. Falling

_Icy rain pattered against the window. Michelle sat on her bed, book in her lap. She couldn't read like she used to. Her mind had been elsewhere for months. Since Europe. But especially the past month, since Peter's name had gone from exposed on the news to wanted on the posters._

_It was all bullshit. And most of the world knew it. But with every day that his name was being dragged through the mud, more people started to buy it. Never mind that he had the Avengers' support—though that wasn't worth what it used to be either. Never mind that he was seventeen years old, and no one his age deserved this level of scrutiny and hostility. Never mind that she missed him so much it hurt sometimes._

_The rain at her window pattered a little differently and Michelle looked up. She startled at the shadow there—four stories up. Her thumping heart thumped for a different reason when she realized who it was._

_She dashed to the window, stumbling through her bed blankets, and slipping in her haste. She unlatched the window and slid it open. "Peter?" she said, disbelieving. She didn't think she'd see him until the accusations and legalities were resolved. He pulled off his mask and moved to pull her into a hug._

_The cold moisture immediately soaked her through, but Michelle didn't care. It was fitting, even. She held on to him like she was drowning at sea, and he was the only thing to keep her above water. He said her name repeatedly into her neck while he squeezed her in his arms._

_"...missed you so much, MJ," he said._

_"What are you doing here?" she asked. "Are you okay?"_

_He sniffled. She hadn't realized the water on her neck were tears, not from his suit or hair. "Just needed to see you."_

_And she understood. He must have been so alone this past month. No contact with friends and family. And her. A girlfriend who had quickly been something more and something less all at once._

_And at last they pulled apart. "Shit, MJ," Peter said, looking down at her. "I got you all wet."_

_She shrugged. "I can change, dummy. Not a big deal."_

_He nodded. And just stared at her. Like he wanted to hold her again. Or maybe something more than hold. But knowing Peter, he'd now be too concerned about being wet. The dummy._

_She reached out and hit the spider emblem on his chest, and nothing happened. "Trying to get me naked?" Peter asked with a smirk._

_She hid her blush with curiosity. "New suit?" She'd seen him do this a handful of times, even if he'd told her to look away while he changed. They both knew she was sneaking glances. They both liked it._

_He laughed, but reached up to tap the emblem. "Has to be me," he said as the suit went slack around him. "Can you imagine how distracting it would be if a bad guy punched me in the chest and my suit fell off?"_

_Michelle stared at his bare torso as the suit fell to the ground. "Yes," she said softly. "I can imagine." The super hero gig really was unfair. Unfair for what it had done to Peter's innocence, obviously. But also unfair because how was a girl supposed to act calm and collected when he looked like_ that _? The dummy._

 _When she finally dragged her eyes back up to his, they burned with fire. He stepped forward, out of his suit, and into a heated kiss. His lips were desperate, but Michelle knew hers were no different. They pressed against each other bruisingly hard, too much teeth. But it didn't matter. Peter was_ here.

_Her hands were in his hair, delightfully long and curly. His hands were all over her back, then on her waist, fingers lower than they'd been before. He gathered her backside in his hands and squeezed her. She bit his bottom lip in response. He gasped his pleasure._

_"You're...wet..." Peter said between hot kisses, obviously referring to her clothes, but accidentally calling her out on how he was already affecting her._

_She pulled back, and Peter whimpered. But then she pulled her shirt off in a swift motion and his eyes grew big. She dropped her sweats as well. "MJ," he said, staring down at her. She hadn't been expecting him, obviously, and wasn't wearing anything special. But you wouldn't know it from Peter's reaction to her. His mouth was parted in disbelief, and his arousal in his briefs was apparent. "Fuck, MJ," he said before crashing back into her. His hands lit her bare skin on fire where he touched her waist and back._

_His lips moved from hers, and she craned her neck to give him room to work. She found herself backpedaling to her bed while he sucked at her pulse point. Her legs hit her bed, and she fell back. Peter fell on top of her, just catching himself before putting his full weight on her._

_He settled between her legs, and MJ let out a moan. Peter stilled and met her eyes. "MJ?" he asked, and his question was clear._

_She lifted herself gently off the bed to kiss him softly. The look in his eyes was pure adoration. A softness that told her Peter would do anything for her tonight. Whether it was nothing or everything. She wanted to confess to him that she loved him. But she couldn't open herself up like that. Not with words. Not when she knew he would be gone in an hour, back into the night on the run._

_The way his mouth opened and shut made her think he wanted to tell her something too._

_Instead, she reached behind her and undid the clasp of her bra. His breathing was heavy as she took his hand and pressed it to her. They kissed again._

__-0-0-0-

Peter hadn't had much luck with girls. He was afraid to get close to them. Something deep inside of him curdled whenever he'd started to have feelings for someone. He knew it had to do with the After-blip, even if he had no idea why. Because he'd once considered telling Liz he was Spider-Man just to get her to like him. He'd been sort of relieved when Ned had found out. And after her initial freak-out, Peter was ecstatic to have May in his corner, too. So why, now, was he so relieved that they'd forgotten he was Spider-Man? And why did the idea of a girl in Peter's life knowing about Spider-Man cause near-physical pain?

So it was strange that in the span of two weeks, Peter had not one, but two women in his life that made him want to overcome this particular concern. It was easier to see with Black Cat—she could take care of herself. She knew Spider-Man, and the secret was Peter. It was much easier to tell someone, "Hey I also go to school and eat Sunday dinner with my aunt," than "Hey I also jump off of buildings and punch bad guys in my free time." But Cat was tougher, too, because he didn't truly know her. And even if she'd spent the last couple weeks by his side, punching the bad guys, Peter knew her thieving days weren't over. He just hoped the details he'd gathered so far were real.

With Michelle, Peter knew he was in trouble. Her wicked smirk made his stomach flip. Her kind eyes made him warm. And the fact that she let him see both of those things had him falling. Fast.

Peter wasn't upset nothing more than a rekindled friendship had happened between him and MJ though. Because the mere idea of her learning about Spider-Man gave him nervous sweats. He'd never had a physical response so sharp before, even when May had gotten close to finding out his secret this past year.

And yet, he couldn't help himself. Inching further and further from friends, and closer and closer to something more.

They picked up Italian tonight. After a couple weeks of eating out together after studying, Peter had finally asked MJ if she wanted to come back to his place and watch a movie together. He hadn't intended for it to sound like a date. Or a suggestion for more than a friendly hang-out, but Peter couldn't help but imagine a little more implication to his invitation.

Such was the nature of inviting a crush back to your place.

Peter opened his door, and MJ gave a low whistle. "Damn Parker, here I thought you were a starving student like the rest of us."

Truth be told, his place wasn't _that_ nice. But Peter's sure when he told MJ he lived alone, she was expecting a run-down studio apartment where his bed doubled as a couch and a kitchen table and a footrest for a toilet. New York wasn't cheap, and no student who lived alone was doing it with the pay of a lab assistant at the university. 

This was the one concession Peter had made when Pepper had wanted to pay for his schooling and living expenses. No, he would work for his way. This apartment, though? This was an investment in Spider-Man. Not Peter Parker. He couldn't have roommates questioning his odd hours and penchant for climbing in windows on the 7th floor.

"Part of my Stark Internship benefits," Peter said, the lie rolling off his tongue as it had years ago. It made him more sick now, though Peter wasn't sure if it was due to the audience to his lie or his mentor's name being used in one.

MJ took off her coat, and Peter couldn't help the way he scanned her body. MJ had filled out since Junior year at Midtown. Her face was less round, she stood a little taller. Her saw in her tight jeans powerful legs, and when she turned to hang her coat, he took in her beautiful frame.

So she was gorgeous, inside and out, top to bottom. And it was his lot in life to want this girl and want nothing to do with her all at once.

MJ turned back to him and raised an eyebrow. Peter had to shake himself to remember what they'd been talking about. "That's some internship you've got there, Parker."

Peter remembered the way none of the students believed him when he said he had an internship with Stark Industries. He'd never counted MJ among the skeptical, though. Peter walked over to his couch and set the food on his coffee table. "I work with some classified properties and plans," Peter said—not exactly a lie. "Pepper didn't want me to have roommates finding my laptop open or something."

He rifled through the bags of food to pull out his and Michelle's dishes. He didn't miss the way MJ stilled. "Pepper?" she parroted, and Peter cringed at the slip. "Jesus, Parker, what kind of intern knows the CEO personally? Did you go to Stark's funeral, too?"

She definitely meant no harm with the comment, with that dry, jesting tone. A vice clenched around Peter's chest all the same. It had been two years. He shouldn't still feel like this. But then...no one knew how close he'd gotten to the man. He couldn't tell anyone about the fierce hug Tony had pulled him into on the battlefield—all the evidence Peter needed that he'd meant as much to Tony as Tony had meant to him.

It must have shown on his face, because MJ instantly fell onto the couch beside him and wrapped her arms around him. "I'm so sorry, Peter," she said softly. "I didn't...I didn't know."

No. How could she? No one knew anymore. A small price to pay.

"'S okay," Peter mumbled, and allowed himself to be held. He leaned his head on her shoulder. He was past tears—had been since the After-blip, probably. But still, he'd never been held like this as Peter. Not for Tony. "It's been a long time now."

MJ nodded. "You want to talk about it?"

Peter didn't remember MJ being this open with him in the past. She'd more than physically changed since Midtown, when they'd been casual friends who might have thrown interested glances at each other. Nothing had come of it—at least that he remembered. And yet...her earnest, caring look didn't seem out of place now. Like she expected him to be vulnerable with her. And he knew she wouldn't mistreat that trust.

"He believed in me when I didn't really believe in myself," Peter found himself saying. "I don't know what he saw in me, but he knew I could be more than I was. And he guided me."

Michelle took his hand and interlocked their fingers. Her skin was soft in his, save for some fascinating calluses at her fingertips and side of her forefinger. Like the ones Peter got from gripping his webs and swinging through the City. He'd have to ask her about them. But the second he considered asking her, the thought vanished.

"I feel cheated sometimes," Peter admitted for the first time ever, returning to his original thoughts. "That I got blipped out of five more years with him, learning from him. And then he was gone. And that's so selfish of me, I know, compared to what other people lost."

Michelle shook her head. "No, Peter. Don't compare anything. It's okay to feel this. And to...and to talk about it."

She seemed reflective as she said it. Peter smiled at her, and she returned the smile. He took a deep breath, and thought what he wanted most was to just enjoy the evening with her. "Thanks, MJ. Now, I think our food is getting cold."

MJ nodded her understanding, and leaned forward to grab her pasta dish. As he turned on the first episode of The Good Place—their agreed upon show for the evening—MJ told him about the great and terrible Italian word "Boh." The conversation felt familiar and tugged at him. One of the first frames of the show declared 'Everything is fine'. Peter glanced over at Michelle, and agreed.

-0-0-0-

Cat ducked into a roll as a gunshot rang out in the alleyway. Popping up, she thrust the heel of her palm up into the elbow of the gun-wielding man's outstretched arm. A sickening and satisfying _crunch_ , and the man screamed and dropped the gun. She kicked out at his gut, and he flew backwards ten feet into the brick wall at the end of the alley.

Behind her, she heard the now-familiar sounds of bodies falling and Spider quipping. "You know, usually the point of a get-away car is to, you know, get away?"

She smiled despite herself, rolling her eyes in the process. She turned as Spider wrapped up would-be bank thieves two and three. But that left a fourth. She heard a click of a pistol and leapt to the side just as another bullet shot rang out. She jumped onto a building's side and dug her claws into the brick, ten feet in the air.

Before she could properly assess the situation, two webs had stuck the gunman in the chest, and the man launched toward Spider-Man. Either the severe whiplash or the punch to the face disarmed the last of the thieves, and Michelle jumped back to the ground, surveying the damage.

Spider-Man walked up to her, and she could _feel_ his grin, even if it hid behind his mask. He glanced down at her claws. "You're telling me those are sharp enough to dig into brick, and you've just been casually _touching_ me with them?"

She sauntered forward, a smirk coming to her face. "What the matter, Spider?" she reached out and gently skimmed her claws up his neck and under his chin. "Don't you trust me?"

His hand fell to her waist. For every touch she instigated, he would reciprocate in some form. It was a dangerous game they'd played for the past couple of weeks since she'd decided her best course of distracting Spider would be to humor him. And if she happened to discover his brand of heroism wasn't half-bad in the process, it was just a win-win situation. The crayon drawing a young girl had given her after Michelle had retrieved her stolen bicycle wasn't _good_ art. But Michelle had hung it in her room anyway.

"A torn suit here and there might just be worth your touch," he hummed back at her, and Michelle caught her breath. Harmless banter. That's all it was. Two people who were human, and liked the touch of another human. And liked to talk a big game.

They hadn't done more than soft touches, of course. Michelle was still gaining his trust—and Spider-Man would see right through blatant seduction after that first night. Harmless flirtation, though? That was fair game. It was a part of their rapport.

Just like how Spider-Man observed her closely as she peered at the stolen cash from the bank in the get-away car.. She stepped out of his grip, and walked towards the simple sedan. It had a giant dent in the roof where Spider-Man had landed, before smashing through the window and directing the car into the wall. "I don't suppose you'll let me take a reward. For our services?"

Spider-Man only watched her, silently. It was infuriating. Mostly because Michelle wouldn't have stolen this anyway, and it offended her that he'd made such a snap decision about what she was about. But also because she _was_ considering it. She'd managed to get enough money over the past couple of weeks to make up for what he'd taken from her previously—but that dug into all of her reserves, and she'd only have another month for the next batch of cash she needed.

He'd _caused_ her to question her morals by taking that money. He'd _caused_ her to start making justifications. The banks have insurance. They'd be fine. The insurance companies were corrupt, and taking way too much. They'd be fine. But she knew they were just justifications. Because the Banks wouldn't pay and the insurance wouldn't pay. They'd simply raise their fees and payments on those who couldn't afford it.

So his silence and the inherent goodness in his silence was infuriating.

There was only one group of people Michelle could steal from. And that was where Spider-Man's silence was wrong.

"Well, this was fun," Michelle said, turning away from the crashed vehicle and back to Spider-Man. The sirens had finally started to blare, and that was her cue to leave.

"Cat," Spider-Man said, stepping forward. His body language was hesitant, though Michelle couldn't guess at what. "Thanks for your help tonight."

She shrugged. "I...had a good time."

And she did. Despite his interference in her main work, she had to admit it was nice helping out the city, and not just her own goals. And on top of it all, she liked being with _him_. The way he always lingered at the end of the meetings told her he felt the same. "Until next time, Spider."

He gave a light laugh at their usual send-off. "Yeah, until next time. Swing safe, Cat. It's supposed to snow tonight."

Michelle leapt atop a street lamp, launched her grapple rope from her wrist band, and swung away. Her mind was filled with him on her way home. Two types of frustration. His holier-than-thou approach to crime-fighting, and that tight ass that had heat pooling in her stomach, unsatisfied. And it's not like she'd been getting any relief in her every-day life. Peter wasn't making a move, and she'd started to lose hope he ever would. And at the same time she was grateful. There was a reason she didn't make a move either. Peter was too good and too kind. Even if he understood why she was doing what she was, he'd never back her extra-legal and sometimes violent means. And something told Michelle that if she gave in to the feelings she had for Peter, he would worm his way deeper and deeper into her heart. Her secret would come out eventually.

Instead, she was left with soft touches on roof-tops with a masked vigilante, and purposely swinging behind him so she could stare at his backside. Neither of which was enough.

She arrived home just long enough to grab her bag of cash and swing off again, back to her old apartment building. Back to Queens. This was it—she'd be all out after this, and have to find some means of carrying on one more month. Like everyone else, she supposed, living paycheck to paycheck, wondering if the next check would be enough.

Sometime later, she landed atop the rooftop where Spider-Man had taken her money a few weeks back, and walked to the roof access door. Inside on the top landing of the stairwell, a handsome man in his thirties raised an eyebrow at her. "Didn't know if you'd show," Aaron Davis said.

"Yeah," she said, sniffing. "Well, one of your friends told Spider-Man I'd be coming here, and he ran interference last time."

He eyed her, unimpressed. "Some accusation," he said. "Got the money?"

She nodded, handing over the bag. "Only enough for a two percent cut this month, Davis," she said.

The man gaped at her. "Two percent?" he repeated, incredulous. "That's less than half our agreed on deal!"

"Agreed on?" Michelle scoffed. "Just because we've done something a couple of times doesn't mean it's some binding contract. Besides, for how little you do, I'd think appreciation is the right approach here."

"I may not do a ton," Aaron said. "But the risk I'm taking is _very_ high. If Tombstone finds out I'm keeping these tenants here, I'm toast. He's been wondering what's taking so long."

"Well, Tombstone doesn't have to find out, and you can just be happy with two percent this month."

Aaron eyed her carefully. "Or maybe Tombstone _does_ have to find out. I wonder what kind of reward I could get for telling him why his plan is taking so long."

Michelle glared at the man. "You wouldn't want to do that," she growled.

"Is that a threat?" he asked.

"Not from me," she replied. "Tombstone wouldn't react like you're hoping."

"Maybe you're right," he shrugged. "He's dangerous, and that's my point. Five percent. "

Michelle thrust the money over, and turned before she could further aggravate him, or he her. She slammed the door behind her and fumed. She paced, drew and retracted her claws into her suit while clenching and unclenching her fists, and paced some more. Eventually she sat on the building's ledge and put her head in her hands.

And then Spider-Man was at her side.

She should be furious. He got her into this mess. And now he had the balls to sneak up on her? On _her_?

But she wasn't furious. He sidled right up next to her, and his body felt nice. He reached a tentative arm around her in comfort. Ever since the serum and procedure, she hadn't been affected by the cold much. Still, his warmth felt so... _right._ She leaned into him.

"You've been following me?" she guessed.

"Didn't like where you'd stolen you money from," he admitted.

She groaned. "God, Spider, if I can't steal from _Tombstone_ , I can't steal from anybody!"

From his other side, he pulled the bag of money that he'd taken from her weeks ago, and set it in her lap. "It's not that I think stealing from Tombstone is wrong." He stopped, and Michelle could practically hear him having a debate in his head. "Well, maybe I do. I don't know. _I_ probably wouldn't do it. But that's not my point."

"What is your point then?" she asked dryly, annoyed and amused by him at the same time. A common reaction, really.

"I don't like you stealing from him because he's going to come for you." She made to object, but he pressed on. "But I trust you, Cat. I trust you to take care of yourself. And against my better judgment...I trust you with this money."

She opened the bag, and sure enough, it was as full as the day he took it. She fought back tears. Not for the money, but for the trust it symbolized. It was frankly undeserved. Sure, she'd fought along his side for the last couple of weeks. She'd even enjoyed it. And they'd found a nice rhythm together. But the goal had been to lull him into a sense of security so she could resume stealing without his knowledge. And it turned out he knew anyway. And still trusted her.

"He bought the building and half the block," she told him. "Jacked up prices with plans to push out residents and vendors. The building has good bones, and it's the cornerstone to gentrifying the whole neighborhood."

Spider-Man let out an audible sign of understanding, like he'd known everything but her core motive until just now. The final puzzle piece. It made her all the more touched by his trust that he hadn't known the full story.

"Here I thought you were just out here Robin Hooding. Admirable enough. But you're actually using the guy's own money to stop him from taking over!"

She shook her head, in a mood. "It's only a matter of time. At best a year. At worst, I help him launder his dirty money accidentally before he takes over anyway."

"It's incredible," he said, shaking his head. She felt him staring at her, but wouldn't look up. "What you're doing. Helping people keep their homes, keep their families and culture intact."

She laughed derisively, thinking of Aaron. "Yeah...I wish everyone thought that. Never mind that I'm helping him keep his home and giving him an extra cut on top of it. It'll never be enough for people."

Spider-Man tilted her chin so she had to look at him. She was always so surprised how easy it was to stare at this absurd mask and still see _him_ behind it. She didn't know who Spider-Man was, but she _knew_ him. And through those mechanical eyes, she saw pure understanding.

"Some people just suck," he said. "You try to be kind, try to help, and they just suck. But most people...most people are different. And they thank you with adorable crayon pictures, with home-baked cookies, or a kiss on the cheek. And they remind you that they're worth it."

He dropped his hand from her chin and took her fingers in his. His hand was warm through their suits. And as he stared at their intertwined fingers, Michelle couldn't help the pull of him. She leaned over and pressed a kiss to his cheek.

On one level, she felt silly, kissing the mask—this awful, wonderful barrier between them. On the other hand, the gesture and his reaction were as real as any. He leaned back, white eyes growing wide at the kiss. Because he knew as well as she did that this was no playful flirtation. It was earnest. Puffs of heavy breath escaped his mouth into the cold night.

He released her hand, and took his glove off. Michelle watched in fascination as he brought his bare fingers up to trace her lips with his thumb. His bare skin—she realized with a start it was the first time she'd seen it, much less touched it—sent brilliant tingles across her lips. Then he cradled her cheek in his bare hand, and she turned into his palm, pressing another kiss to him.

His breath had stopped condensing in the cold air. He was holding it. She held hers, too, and reached up for his mask. He didn't stop her because she didn't need him to. She lifted the mask up, over his chin, his beautiful lips, and his nose. And then let it rest.

They kissed a soft kiss as the snow began to fall around them.

**Notes for the Chapter:**

> Hope you enjoyed! Let me know what you thought!


	4. Split

**Notes for the Chapter:**

> I'm never all that certain where the line between Mature and Explicit is. Just a heads up that there be smut ahead.

_Michelle liked Peter's world. But she didn't_ love _Peter's world. Sam Wilson—the new Captain America—dropping by to tell her Peter went on a trip with a Wizard and would be back in a few days? Now that was cool. Super spies coming in and out of her hospital room, trying to convince her to join them? Less cool._

_Okay, it was still cool. But also, Michelle had plans. She didn't want to change the world the same way Peter did._

_Now, Fury dropping the news that Peter was going to make her forget that he was Spider-Man? That wasn't cool in the least. She tried to tell herself it was a lie to get her on board with their new Super Soldier program. But in her heart, she knew it was true. Whether he followed through on the plan or not, Michelle wasn't sure. But if she was sure of one thing, it's that Peter blamed himself for all of this, and if he found a way to ensure it never happened again, he would latch on to the idea and not let go without a fight._

_So she geared up for a fight. And after a week of rest and rehab, Michelle thought the surprises of being in a SHIELD headquarters hospital were over. Until a golden circle of light formed in her room, and a middle-aged man stepped through it, seemingly from another place entirely._

_"Ms. Jones?" he asked, waving his hands and causing the portal—she'd just seen a portal, she realized—to vanish._

_Michelle nodded feebly. "Yeah. That's me."_

_He nodded, and pulled a seat to her bedside._

_"My name is Doctor Strange."_

_"Seriously?" Michelle deadpanned. The man only rolled his eyes. She was sure he'd gotten that reaction many times before._

_"Peter is expecting me back in Norway to bring him home," he said, in a bit of a rush. "He's...got something in mind that you're not going to like."_

_Michelle's heart fell, all the confirmation she needed. A deep anger and resentment boiled up to accompany the fear and pain. "He's going to make me forget."_

_"Well, I am, technically," Doctor Strange said. "And more of a memory block than a scrub."_

_"What's the difference?" MJ couldn't help but ask._

_He pondered for a moment. "Do you remember learning to ride a bike?"_

_Michelle considered. She might have vague memories at four or five years old, taking the training wheels off and falling a lot. But, "Not really," she admitted._

_"Yet you can ride just fine through muscle memory," he said. "What I'm going to do is similar—you'll still have the figurative or neurological muscles that were formed during your experiences, even if those experiences are gone."_

_Michelle tried to understand. "So, I won't remember Peter is Spider-Man, but I'll still feel a deep admiration of his selflessness because of what I've experienced with him?"_

_He shrugged. "More or less. But that's not even the part of Peter's plan I came to tell you about. He's also asked me to make_ him _forget."_

_"That he's Spider-Man?" Michelle asked, incredulously. "Won't he just find out the second he tries to run or jump or lift something that should be heavy?" She waved her hands around. "Or sticks to something?"_

_"He asked to forget that he fell in love with you," Strange corrected. Michelle froze, and she ached. Her whole body_ ached _. "Said he knows himself. He might be able to stay away for a few weeks, maybe months. But if he remembered how much he cares for you, he wouldn't be able to stay away."_

_Michelle thought of their night together when Peter was supposed to be on the run. Euphoric and intimate and the memory that she clung to when she was locked up in Kraven's cell. It was also that night that Kraven had found out she was the key to hunting and capturing Spider-Man._

_She wouldn't trade that night for anything, yet she was about to lose everything because of it._

_"Maybe if I..." she struggled to say the words. She couldn't consign herself to a life in SHIELD's service just so Peter wouldn't make her forget. She was willing to give up a lot for Peter. But her_ freedom _? Her identity?_

_"The idea was proposed before Peter and I left, that you join SHIELD. Fury promised to give you all the tools necessary so you could handle being a friend of Spider-Man."_

_"And the strings that come attached?" Michelle asked, weary and wary. She couldn't join them, no matter what Peter was considering. She tried to be logical, instead. Downplay what was coming. Tried to tell herself that what she and Peter had was juvenile. That it wasn't the end of the world, despite the crushing weight in her chest. That at least this resentment she felt for him—not because of the danger, but because he felt she needed protection from it—would leave with the memories. And even tried to tell herself that Peter had a point. She'd almost been killed. She'd been in a cell for two weeks, chained to the wall, with barely food and drink to survive. Maybe she needed to get away from this world. And forgetting it existed wasn't the worst way to leave it._

_But none of those thoughts or feelings held a candle to her adoration and respect and love for Peter Parker._

_"I have a way around the strings," Strange said. "After you've finished your training, I will give you something that hides your identity perfectly."_

_Michelle frowned. "What do you mean? A mask or something?"_

_Strange laughed, but nodded. "Yes, actually. But it will be imbued with a power. When you are done with your training, and put on this mask, SHIELD will be incapable of connecting Michelle Jones to the woman in the mask. Unless you tell them, of course."_

_"How is that possible?" Michelle asked, in part to give her time to follow the idea to its conclusion. She would be super. But she would be able to leave, forever unbothered by SHIELD and the Avengers._

_"I'm about to make billions of people forget the identity of Spider-Man," Strange said dryly. "Just trust me so I don't have to explain a magic to you that you won't understand or believe anyway."_

_And surprisingly, Michelle was okay with that answer. As long as she got another. "Why me?" she asked. "Why go through all of this trouble for me?"_

_Strange stood, then. "This world will need Spider-Man to save it many more times. And Spider-Man? Well...he's going to need you." He waved his hand in a circle, and a portal reappeared. "So, Ms. Jones, are you ready to stop Peter from erasing your memory?"_

_It was all happening so fast. And there was still so much unknown. But she knew one thing. She was not ready to say goodbye to Peter._

-0-0-0-

"Hello, Spider," Cat said with that delicious smirk of hers. She leaned at a building's ledge, her elbows atop the pony wall, binoculars in her hands. She peered at Peter over her shoulder as he approached her.

Peter grinned back at her, pulling up his mask over his nose so she could see. He stepped up right behind her, puts his hands on her hips, and pressed his lips to hers.

"Mmm," she hummed when they pulled apart. "Just how a girl likes to be greeted."

"How's it going tonight?" he asked her, and moved to her side to peer over the ledge with her. There would be plenty of time later to continue kissing her.

At least, that was how the last few weeks had gone, since they'd shared their first kiss. On nights where Peter wasn't with MJ studying and hanging out, he was with Cat. And strangely, he almost never thought of MJ while he was with Cat. It was like she chased all thoughts of MJ from his mind. He would think it a sign, except the same thing happened when he was with MJ. It seemed odd to him that he could completely ignore what he was doing with Cat when with MJ. After all, crime-fighting had turned into a bit of a libido-stoking activity for them.

March in New York was still cold, but it had gotten nicer the last few nights. Which was nice considering how often Peter's gloves were coming off, mask was being lifted to kiss, and now Cat had started getting her hands under the top of his suit. "Shame on you for hiding these abs for as long as you did," she'd whispered last week as she dragged her nails—sans retractable claws, thank Thor—against his bare stomach under his suit. Peter was grateful he no longer wore his single-piece, self-tightening suit. He hated the idea of having to pull the entire thing off in order for Cat to get her hands on his skin.

That was also the first night his arousal had been so pronounced that they couldn't ignore it anymore. She'd rubbed him through the suit for indeterminable, blissful minutes before he'd breathlessly asked her to stop. He really didn't want a mess in his suit—though he'd made sure to finish the job when he got home that night, thinking of her lips and the feel of her breasts in his hands.

"I think everything is going as expected," she said, shaking Peter out of his wonderful reverie. He shifted slightly, trying to keep the arousal from his memories at bay. There would be time later.

Now, he needed to focus on Cat's heist.

When Cat first proposed a "One for you, one for me" rule, Peter had thought she was talking about giving each other equal number of orgasms. Considering their relationship—as fast and physical as it was—hadn't gotten to that level yet, Peter could only sputter a nonsensical reply. Cat smirked her incorrigible smirk, and went on to explain that for every night she followed him around hero-ing, he would follow her around for her next job.

Peter wasn't sure he wanted to be complicit in her thefts, but he agreed to tag along. Maybe to keep her safe. Maybe just to spend more time with her. Or maybe because stealing from Tombstone's crime family was hard to be against.

The man made his money bringing drugs to New York. Peter had seen the ugly side of methamphetamines and heroine. He'd been in abandoned apartments filled with the desperately addicted. People so far gone that they didn't bat an eye at a man dressed like him walking through their run-down living quarters. He'd seen the violence that came from deals gone bad.

Tombstone obtained the money illegally doing an incredibly damaging "service" to the city. If anyone deserved to be stolen from, it was Tombstone.

And so Peter tagged along, inching farther from "observer" and closer to "participant" each night.

And tonight was the night of the big job.

In light of the recent thefts, Tombstone invested in a safe where he had transferred a larger sum of his unlaundered money. Cat had been upset with herself for not catching the details of the transfer, which she claimed would have been an easier job. But she had at least been aware of the time the money was moved.

She had perched right here on this rooftop, with some impressive camera equipment that had Peter wondering if she'd spent _some_ of her stolen money to improve her craft.

"Sometimes you have to spend money to steal money, Spider," she'd said, as Peter sat on the ground with his back to the pony wall she watched over. He ran fingers up and down her suited calf, and looked up at her to let her know he wasn't judging her for it. She'd smiled at him softly. Later that night, she'd grinded against his thigh and bit his lip in a way that had Peter worked up and taking care of himself like he was fifteen years old again.

During the casing of the apartment building, she'd managed to watch as Tombstone himself spun the seven sequence dial lock, locate the many cameras in the room, recreate the layout of the apartment, and track the movement of the 'guard' Tombstone always left in the building.

When Peter had told her he could probably carry the safe on his own, and that they could just break in, knock the guard out, and escape with the safe, Cat was quick to upend one of his long-standing assumptions about her. Black Cat did not want people knowing she was stealing. Or him, for that matter.

"My life is dangerous enough," she'd said. "I don't need to go painting a target on my back like you, Spider."

He might have considered taking offense to it. But the idea that Cat was taking every precaution possible within the constraints of her lifestyle made him inexplicably lighter. A burden he'd not known he carried, made lesser.

And so, plan in place, precautions taken, the money ripe for the taking, Cat asked the question Peter had avoided giving a committed answer to. "Alright Spider," she said. "Are you in?"

He'd already decided he didn't mind that Cat was stealing from Tombstone. He thought no less of her—and with her purpose so clearly altruistic, he only thought more of her. And yet, could _he_ steal? Could Peter really be a part of this?

Cat had planned this whole thing around him being a part of it. Was that some manipulation on her part? Or perhaps merely confidence in him that he'd "do the right thing." Was it prideful or arrogant of her to assume that _her_ "right thing" was _the_ "right thing?"

If Peter did this—what would he do next? Would he justify stealing for himself, if it's coming from criminals? He already pummeled bad men with super strength for breaking the law—would he take the next step and become the law unto himself like the Daily Bugle had claimed before the After-blip? Could he start using his abilities to force his own morals on a city, using a broken system as justification?

"Hey," Cat said, softer now. Peter wished he hadn't lifted his mask, so she couldn't see his frown. Somehow she could read him even without it lifted, though. She turned from her view of the apartment across the street, and grabbed his hand. "If you can't do this, I understand. I'll find another way."

"I'm worried about where I draw the line," he admitted to her. These past few weeks hadn't just elevated their physical relationship. With every night, his trust in her grew. When they fought together, he no longer had to watch his back— _she_ had it. And as they cased this job, she'd opened up to him. She described growing up in that apartment building on the verge of gentrification, where her neighbors were more a family to her than her own father. And Peter saw the love in her eyes and compassion in her voice.

"Wherever you draw it, Spider," she whispered. "I know it will be all right."

He quirked his head, quite unsure of her response. She elaborated. "Before we met, I had an image of you in my head. Too good, I thought. He'd never understand what I was doing. But...as it turns out, you're even better than 'too good'." She pulled her glove off to run her bare fingers along his lips and cheek, high enough to slip under his lifted mask. But she never threatened to reveal his identity. "This incredible power you have—it couldn't have gone to someone more capable of using it for good. Whether that falls within the laws of New York, the UN, the Avengers, or just your own code, I trust you."

Spider-Man had never had this before. Even when Ned had been his guy in the chair, or he was swinging with the Avengers, he'd never had someone to confide his daily fears in. His second guessing, and whether he was responsibly making proper use of his power.

But up on these rooftops with Cat, Spider-Man could be more than his latest fear.

"Let's do it, Cat," Peter said.

The job was simple in its plan, and difficult in its execution. They would wait for the lone guard to leave. He did it nightly, for about thirty minutes. Probably a meal-break. There was no replacement guard. Then they implemented their plan.

First, Peter had diluted his web fluid—it needed to dissolve in 20 minutes instead of a few hours. With it, Peter could web the accessible cameras so that when footage was reviewed a week or month from now, there would be no record of them, and no evidence on the camera itself. From outside the apartment building, Peter crawled along the windows, easing them down, and webbed what cameras he could reach without being seen.

Second, rather than going for the windows closest to the safe, they went to the bathroom. Unfortunately, Peter couldn't reach all the cameras without being caught on another one, so they needed a different route. The bathroom made the most sense despite the window only opening enough for Cat to just slide in.

Third, and the trickiest of obstacles, was the camera that rotated throughout the main room where the safe was. Cat had observed it, had looked at every possible angle of taking it out, but it just couldn't be done without damaging the cameras—and thus alerting Tombstone's security immediately or within a few hours—or getting caught on another camera. Neither were acceptable options. Instead, they had to move into the apartment, through the bathroom, to the safe in the middle of the main room, and back out again before the camera swiveled back.

Peter slid the bathroom window open as much as he could, rather concerned now that he was up close at how little space there was for Cat to slip in and out. But he climbed ten feet above the wall, as planned, and stuck there, facing out away from the wall. He rested his back against the wall, and bent his legs so the flat of his feet also rested against outside of the building. Now in position, Cat swung over to him, and eased down so she straddled his thighs. He might find the position exciting if he wasn't so focused on the mission. She held a bag full of fake cash, so he held her in place by her rib cage, thumbs resting just under her breasts. Okay, maybe it was still a _little_ exciting.

"Ready?" she asked before Peter could ask the same thing. She leaned back, giving his arms the freedom to extend.

He fired his web shooters at her stomach, and nodded. She repelled down from him using his webs until she stood on the wall, feet spaced out on either side of the open window. Peter might be the slightly more flexible or agile one, but Cat was the practiced one. They were both confident she could do this part of the job better than him.

Glancing at her timer—in sync with the rotating camera—Cat leapt from the wall. She soared up, and back down, a pendulum from Peter's anchor. He kept his arms perfectly extended, and she swung back down with legs together and disappeared through the window and into the bathroom, bag of fake cash extended above her head to make her and it as thin as possible.

Miraculously, despite his enhanced senses, Peter heard no landing. Cat was silent, and in his mind's eyes, he saw her rush into the apartment and to the safe. She should have enough time to turn the dial multiple times, and perhaps even get the safe unlocked. She'd have to ensure the safe was always closed and inconspicuous for the swiveling camera when it returned. Peter kept an eye on his watch, ready for her.

Three...Two...One...and Cat dove out the window. Peter webbed her, just like before. He caught her, and she swung out several feet before fall back in towards the building. She landed silently, feet on either side of the window once more. She no longer had the bag, which meant she'd gotten the safe open and set the bag inside—to be emptied after the cash inside was taken.

Peter dropped an empty bag tied at his belt down to her. She caught it, flashed him a wink, and they repeated the process. This time, Peter had to adjust how far his arms were extended, but she swung back through beautifully.

In all, they repeated the process seventeen times. Seventeen times she jumped out a window, trusting him to catch her. And he always did. On the fifteenth swing, she tossed the bag up to him. It was full. To a normal human, it would have weighed far too much to casually hold, much less throw ten feet in the air. But Peter and Cat managed just fine.

The sixteenth and seventeenth swings were done to empty, arrange the false bills from the bag Cat brought, and lock the safe back up.

And then they were done. Just like that. Eighteen minutes, and judging from the weight of the bag, over a half-million dollars stolen.

Peter pulled Cat up to him, where she straddled his thighs once more, the bag of cash between them. Peter hadn't done nearly as work as Cat, but he found himself breathing heavily all the same. From the adrenaline of the job, from the beautiful woman in his lap, or the absolute trust required in her plan.

She wrapped an arm around his neck. He could feel her breath on his face despite his mask. He wished it was pulled up. "Follow me, Spider," she said. He nodded, and she jumped from the wall, and swung away.

Somehow he knew she wasn't leading him back to some rooftop to exult in their success. There was something else in her brown eyes, in her hurried breathing.

She took him to a high-rise. A penthouse, he realized, climbing through a window after her. She hurried over to a panel on a nearby wall and entered a five digit code. They were in a bedroom—lush, expansive, beautiful. The implication of taking him here was clear. Peter's heart beat like a drum. Blood pumped, and he traced her curves hungrily with his eyes from behind.

"Something tells me this isn't your home," Peter said. His voice felt shaky. But not from nerves. He followed her to the wall as she deactivated the silent alarm before it sent an alert to the true owner of the home. He pressed against her backside, and put his hands on her hips.

"Tombstone's supplier," she explained briefly and breathlessly. "Only comes to the city a couple times a year. Thought it would be a nice 'fuck you' to him by fucking you here."

He bit back a groan at her words, and ran his hands up her body, one finding her breast and squeezing her gently.

She moaned out, and surely felt the evidence of his anticipation and excitement. She rolled her backside slowly against him, exciting him further. He pulled at his mask hastily, up over his nose. He wondered if he should just take it all the way off. She wouldn't know Peter Parker. If he asked her, she wouldn't look him up.

And if she did know, what was the big deal? So what if she found out who he masqueraded as in the daytime?

But no. This was the masquerade, right?

The truth was that neither was a false persona. They were both him. And he was each of them, each with their own unique needs. And right now, he was Spider-Man. And she was Cat. He wouldn't pressure her into revealing herself by doing so himself. And he certainly didn't want to pressure her into knowing and accepting Peter Parker

So instead, he pressed his lips to her neck. "Spider," she whispered into the night air. Her back arched, she leaned her head back on his shoulder, and turned to face him. All the while, she kept rubbing against him, so slowly and beautifully. He captured her lips in his. She tasted sweet, and he ran his tongue past her lips.

She brought one of her hands up, elbow bent, to cup behind Peter's neck. His mask had ridden up just enough for her to tug at the hair at his nape. He groaned into her mouth. "Cat..."

"Take it off," she said. And Peter was lucid enough to see her roll her shoulders to indicate the zipper at her neck. With trembling fingers, he pulled at her zipper, stepping back to allow her to peel the suit off. She pulled it over her shoulders, revealing beautiful smooth skin that was calling for Peter's lips. He tugged off his gloves instead, and pulled her silver-white hair to the side for a better look as the suit opened up. His eyes rested on the back of a black bra—lacy from the little he could see of it—and followed the suit's opening down her back.

She bent forward, peeling the suit over her hips, and Peter growled at the site of lacy black underwear, highlighting the most perfect ass Peter had ever seen. "Fuck," he whispered, and took her cheeks in his hands. She looked over the shoulder, and her eyes were alight with passion. She leaned back into him again and ground against him.

"Let me feel you, Spider," she said.

He rubbed back against her. Pleasure raced through his entire body. This woman was everything in this moment. She made him feel like Spider-Man could never be beaten again. How could he, when The Black Cat was with him? And he needed her to understand what that meant to him.

He grabbed her at the waist and turned her around. He kissed her deeply. She clutched at his suit. "Take this off, too," she said.

And he did, pulling the top off carefully so as not to take the mask with it, and shoving the bottoms down in record time. She cupped him through his briefs and stroked. He bent forward and kissed her neck again, frantic through his ecstasy. He bit at her, and sucked. It felt possessive and wrong, but right all the same, marking her. The city and the rooftops had claimed them both, and now they could claim each other.

He carried her to the bed, and all but tossed her on the mattress. She sat up on her elbows, and let her legs fall slowly apart. She was the most beautiful thing he'd ever seen. And he told her as much. "Well, well," she hummed back at him with that heart-stopping smirk of hers. "Spider is a softy. Well," she glanced down at his erection. "In his heart, at least."

Peter huffed out a laugh, and fell to his knees at the foot of the bed. Cat's smirk dropped. He reached for her underwear, and she lifted her hips immediately for him to pull them off of her. "Fuck," Peter whispered again. She was glistening and so ready for him. He grabbed her thighs and pulled her to his mouth.

"Ah!" Cat breathed out into the dim room. There was a picturesque skyline out the window of this too-expensive penthouse. City lights that many could stare at for hours. But Peter had no interest in the view outside the window. As he ran his tongue up and down, and deep inside her, Peter could only watch Cat's face. Obstructed only slightly by her mask, Peter saw the pure pleasure in the part of her lips, the bunched up eyebrows, and her head, thrown back into the mattress as she arched her back.

"Sp—Spider," she managed to say when he pressed a finger inside of her, swirling his tongue around her clit. She was tight around his finger, which he curled inside of her. She brought one leg over his shoulder while the other spread out on the bed away from him. She rolled, then bucked against his mouth. He added a second finger as her breathing hurried. She was close. He could feel it. He could feel her quivering. He stood, removing his lips from her, but pulsing faster than ever inside her. He leaned forward onto the bed, pressing a kiss to her lips before whispering into her ear.

"Let me hear you purr."

And she shook underneath him. He watched her eyes close in pure pleasure while she clenched around his fingers. A soft moan escaped parted lips; not quite the purr he'd begged for, but a more beautiful sound. One of her hands grabbed at his wrist, dictated the speed that he continued to pulse inside of her. The other hand clutched at bed sheets.

"You're amazing," he whispered as she started to come down from her high. "Cat, you're so beautiful."

She seemed to come to herself at his words, and looked sharply at him. With impressive speed that reminded him she was enhanced, she sat up, pushing him back off the bed and to his feet, and pulled his briefs down to his ankles. Before he could step out of them, she had him in her mouth.

She gripped him, pumping in time with the swirl or her tongue, and Peter knew he wouldn't last like this. "Wait, Cat," he managed in a strangled voice. She pulled back, confused.

"Do you not want me to suck you off?" she asked, and Peter twitched in her hand.

"I just want to fuck you," he said, mind not working all that clearly. "And I don't want to have to wait."

She smiled, and nodded her agreement. Peter didn't need telling twice. He nearly tripped out of his underwear while he dove for his suit. In one of the pouches at his belt, he pulled a condom.

"Get a lot of action, or were you expecting to get lucky?" Cat said, eyebrow quirked.

"I figured I should be prepared after you almost got be off in my suit last week," Peter admitted, tearing the condom free and putting it on.

"Good," Cat said, and pulled him back to the bed, flipping him over in the process. She straddled him and guided him to her entrance without hesitation. Peter merely smiled and put his hands behind his head, thrilled at her taking control.

She eased onto him and Peter marveled again at the feel of her. "So tight," he whispered in awe.

"I talk a big game," Cat admitted with her eyes closed, adjusting to him. "But the truth is, I don't meet a lot of people on rooftops that I want to take to bed."

Peter laughed, even as his body thrummed with pleasure. "I can relate." She rocked back and forth, and Peter ran his hands up her thighs. "But I'm really glad we found each other, Cat."

She stilled, and looked down at him. She looked ethereal, the faint city glow behind her. She leaned forward, hands on his chest. "Me too," she said softly and began rocking again.

Peter reached behind her to undo the clasp of her bra. If fell on his face, and he tossed it to the side with a chuckle. Then he propped himself up on an elbow and took her nipple in his mouth, swirling his tongue around the hardening flesh. She continued to rock against him.

Her skin felt so soft in his hands. Despite knowing how strong and powerful she was on her own, she felt simply like a part of him now. Connected perfectly. They stopped talking, save for soft moans and heavy breaths. She looked down at him, stared into his eyes. He wished she could see his eyes. But he wouldn't dwell on that thought. He gave himself over to the bliss of her around him, wet and hot. He watched the pleasure grow in her face and the rocking of her body grew sharper.

He felt the pressure building in him. He wanted her to come with him. He thrust into her in time with the roll of her hips. He saw it building in her face, too. Sensing their climax coming, Cat asked, "If a Cat purrs, what does a Spider do?"

Peter sat up, using his super-human agility to shift from a sitting position to his knees. She straddled him still, but now like she had on the wall earlier tonight. When they'd worked so perfectly together, trusted so fully.

"The Spider bites," Peter said, latching onto her neck even as he thrust faster and deeper into her. The pressure in him climbed, and he pulled her to his chest. He came harder than he'd ever been able to on his own, no matter what memories and fantasies he'd used of her.

Cat craned her neck at his bite, cried out in pleasure, and he felt her clench around him. He thrust erratically a couple more times, and she collapsed into him, breathing heavily.

They fell back to the bed, Cat on his chest, as he slid out of her. He rubbed slow circles in her back as they recovered. Peter wasn't sure what kind of a future he could have with this woman—but he knew he would never be the same again. Not now that he'd experienced a partnership so fulfilling.

-0-0-0-

MJ felt guilty. She wasn't sore from last night anymore—thank her super healing for that, _and_ for ridding her neck of Spider's bite mark. But the memory of Spider inside of her was still present, even as she cuddled into Peter's side.

Something strange happened when she was with Peter, though. Like thinking about Spider was a chore. She really had to focus, so it was easy to let her night-time partner—and the guilt the thought of him carried—drift to the back of her mind, and allow her to enjoy an evening in with Peter.

Until she'd started hanging out with Peter again, _nothing_ could have taken her from her work as Cat. And sure, she had Spider-Man to help her now, so her haul last night was bigger than she'd ever had, and it would last for months. Some of the bills had even been marked, they'd discovered, which gave her an idea. The night had been an overwhelming success.

But she didn't need the thrill of the night when she was with Peter. She was content with rolling her eyes at his bad jokes, laughing when she was feeling particularly generous. She enjoyed just watching a show with him, whether it was something mindless like _Queer Eye_ or the scripted comedy genius of _The Good Place_.

And she enjoyed talking. Hearing about May, or Ned across the country. Telling Peter about the dick in her Language Arts class, Mike. She loved watching his brow angle in anger as she complained about the unwanted passes he'd made at her. She bit back laughter at the thought of _Peter_ picking a fight. He couldn't hurt a fly.

And tonight, she enjoyed cuddling with him. Maybe because it was something she thought she'd never have with Spider-Man. All of this, really. It tugged at her. As incredible as last night was, Spider-Man could never take her home to Aunt May, or simply _hold_ her for hours as they ignored the endless clips the YouTube algorithm was feeding them on his TV while they chatted about nothing.

Her heart hurt when she thought about that, because she'd grown to care so deeply for Spider-Man. But he couldn't be what Peter could.

Which also happened to be infuriatingly slow to make a move. And she was grateful for it—because she couldn't act on anything _now_ , right?

Her thoughts had stolen their conversation from them, she realized. Peter pulled out his phone, clearly sensing a change in her mood, to change from YouTube to Netflix. She snatched the phone from his hands. "I was watching that!" Michelle lied.

He merely raised his eyebrows at her and grinned. "You were watching the Tik Tok compilation 'Cats obstacles challenge'?"

"I find them graceful," she said, inwardly tongue-in-cheek.

He reached back for his phone, which she held out of reach. "MJ!" he laughed, and stretched for it. "I don't need to be thinking about cats right now. Let's start up season three of _The Good Place_."

As much as Michelle wanted to do that, teasing Peter was too much fun. She shifted on the couch away from him, and raised her eyebrows challengingly. He grinned. "All right," he said, and dove after her.

She held the phone away, but Peter went for her instead, fingers tickling ruthlessly. She squealed in a way that would have made younger Michelle kill her, but she didn't care. She only laughed and tried to push Peter off of her.

He was shockingly solid. She'd always felt the muscles he kept hidden under layers of clothing, but _damn_. She was The Black Cat, and he was still able to resist her! He dove for the phone, and she stretched it out again, leaning away. He landed on top of her. They both stilled, faces inches from each other.

The phone was forgotten after that. Michelle shifted, and brought her legs up on the couch to avoid the awkward angle. Peter lifted himself up enough just enough for her to slide under him. He dropped back down between her legs, arms on either side of her. His eyes were so beautiful. She missed looking into real, uncovered eyes.

He stared at her lips. Seconds ticked by and he didn't move. She ran her free hand up his chest—yes, Peter was ripped—and clenched his shirt in her hand. She wanted to lift her head and kiss him. But she couldn't. Not when she could practically taste Spider's lips still.

"Peter," she whispered, when she determined he wasn't going to move. "Are we going to talk about this?"

His brow furrowed, like he was confused. Confused that he was between her legs and staring at her lips.

"Talk about wha..." he trailed off, clearly recognizing it was foolish to question what she meant. His eyes finally met hers. He sighed in defeat. "I'm crazy about you MJ."

"Yeah?" she asked, heart thudding in her chest.

He pushed off of her and resumed his sitting position. "I'm gonna seem like an asshole for this. But...there's kind of someone else?"

This time, he _did_ say it like a question. "Someone else?" she asked, disbelieving. All these weeks, and he hadn't mentioned them at all? Then again...she had a 'someone else' too, didn't she?

He groaned and leaned his head back on the couch. "This is so cliché and stupid, but it's really complicated." He turned to look at her, and she saw in him what she always saw in Peter. Earnestness. "It's confusing, and I _never_ meant for you to get involved. Or for there to be anything to get involved with."

Truth be told, Michelle was grateful that he continued rambling. It allowed her to push through the pain of his revelation, and realize just how much her situation mirrored his.

"...and it's the weirdest thing," he continued, and she latched back on to his words. He was staring at her again, eyes imploring her to understand something. "When I'm with you, I don't even think about her. I just know how much I like being with you. And so I've tried to keep you away, even though I want so much more, because the idea of not being friends with you is kind of terrifying at this point."

"Okay," she said.

"Okay?" Peter parroted, a look of disbelief on his face.

She shrugged, swallowed her fear, and let herself be vulnerable like him. "I get it," she said, and huffed a laugh. "Like...I _really_ get it. Cuz I really like you too, Peter. And I can't lose what we _do_ have either. And...and there's kind of someone else for me, too?"

And she understood now, how he'd said it as a question. Because what _was_ Spider-Man to her, or she to him? Certainly not a boyfriend. She didn't have his phone number to call, if she was sick—not that she ever got sick, but that was beside the point. They didn't know each other's names. They simply had a meeting place each night. And a trust in each other in their work. Respect for how they helped people. And now, she could add game-changing sex to the list.

But she knew Spider-Man wasn't what she longed for Peter to be. And Peter couldn't be what Spider-Man was to her.

"Wow. So, what?" Peter asked. "We just, keep going as we have been?"

Michelle nodded. "We are friends," she confirmed. "And if I have to ignore you staring at my lips now and then, it's a small price to pay."

Peter smiled. Then nodded. "Okay. Yeah."

And they settled back onto the couch. She handed his phone back to him, which he'd clearly forgotten about. He cast _The Good Place_ onto his TV, and she settled back into her previous position, cuddled up against his chest, his arm wrapped around her. And he, and the air around them, were shockingly comfortable.

"So, who's the guy?" he asked after a moment. "Or girl, I guess?"

Michelle laughed. "Guy," she confirmed. "And don't worry, he's a good guy. I think you'd really like him, actually."

He nodded. "Good. As long as it's not that ass, Mike."

Michelle laughed, and snuggled closer to Peter.

-0-0-0-

Tombstone fumed.

Someone was stealing from him.

It was surgical. He'd have to invest in more security. Maybe he'd hire or blackmail an expert. He couldn't put his unlaundered money in a bank, but clearly his methods that had worked for years weren't enough anymore.

And that wasn't his only worry, either. His block wasn't falling. _Somehow_ , the residents were making ends meet each month.

There was a knock at his door, and Marshall peered in. "Someone to see you, sir. And I think you're going to be interested."

"Who is it?" Tombstone asked.

"Name's Aaron Davis," Marshall said. "Lives in your apartment building. Says he knows what you're trying, and who's been stopping you. Also mentioned some compensation for the information."

Tombstone grinned. "Bring him in."

**Notes for the Chapter:**

> A big thank you to everyone who is reading and has told me what they think so far. There's only one (planned) chapter after this. Hope you're enjoying it!


	5. Thrice

Michelle took a deep breath. Fresh rain didn't necessarily clean New York up, but she always preferred the night air after a storm. She smiled to herself while swinging through the city, and not just because April brought better weather. Things were...really good right now.

She and Spider had a plan. When they'd found marked bills within the cash they'd stolen, they initially feared it was marked _by_ Tombstone to find the person stealing from him. But Spider-Man contacted an FBI agent he had put on Tombstone's tail six months earlier when he'd tried and failed to bring Tombstone down. They learned the marked bills were an attempt to finally get some evidence on Tombstone's illegal activities.

And that's when Cat came up with their new plan. And they'd been working on it for the past couple of weeks. She just needed to find out where Tombstone kept the details on his shell corporation linked to the apartment complex and block he owned.

In the meantime, she'd already made a drop off to Aaron Davis with the marked bills, and she'd be making another drop tonight. When Davis supplemented the residents' monthly payments with Cat's stolen money, he would unknowingly be laundering Tombstone's money into his own account. With the marked bills, all the Feds would need is proof that Tombstone owned the building that his money was flowing through, and they'd have him for 5-10 years.

Michelle landed on the apartment building, bag of cash in hand. She let herself look around the building's top and thought of three months ago, when Spider-Man had taken her money. She smiled even wider.

Because as great as the prospect of putting Tombstone away was, thoughts of how far she and Spider had come just made her warm. Things were complicated. Certainly on her end, and she assumed on his. Because in the heat of fighting crime and helping the city, all she wanted was to end each night with him inside of her, telling her to purr. But when adrenaline wasn't mixing with her hormones, she was able to think a little more clearly. Think about Peter.

It helped to think of herself as two different people sometimes to justify how close she was to each of these men, so similar in their goodness and how they made her feel, but so very different in how they did it. Spider-Man, making her feel so confident in her suit, like the work she was doing was vital, and yet made her dream bigger. She felt like they were only getting started—and she'd definitely started thinking of them as a 'they.' Even to the point where Michelle let Spider gift her a watch so he could communicate with her.

And Peter—Michelle wasn't sure another human had ever looked at her the way Peter did. Like every word out of her mouth was a treasure, even—or maybe especially—the ones playfully mocking him. Like she was the smartest person he'd ever met. Like it took every ounce of his self-control not to hold her and kiss her every second they were together.

And he utilized that self-control, and so did she. Because Cat apparently couldn't.

Despite the complication, she was already dreaming about what she'd do with Spider-Man tonight, after she'd dropped off the money and met up with him to patrol the city for a while. They'd frequented that penthouse again and again, but the night was a little warmer today. Maybe they'd find a quiet place under the night sky. The city was _their_ world, and everyone else just lived in it.

Michelle shook herself of her thoughts and checked her watch. It was time.

She moved to the rooftop access door, and swung it open, bracing herself for another meeting with Aaron, hoping she caught him on a day where he wouldn't put up a fuss over payment.

Instead, she was hit in the face with an odorless gas. Michelle stumbled back onto the rooftop immediately, desperately breathing _out_ , hoping in vain she didn't breathe any of it in. But her vision started swimming, and she saw a large man emerging from the doorway. He wore no gas mask, but walked through the patch of gas without flinching.

"Well, well," he said, approaching Michelle as she crawled back, black spots crowding her vision. "If it isn't The Black Cat. Come, let's talk. We have so much to discuss."

Michelle pawed at her watch, hoping she found the right buttons before unconsciousness and Tombstone captured her.

-0-0-0-

Peter didn't so much swing through New York, as he _pulled_ his way through New York. Swinging was too slow. So, he tugged at each line of webbing he shot out, unable to sacrifice the time it took him to let gravity do any work for him. Getting a call from Cat, only to hear the crunch of her watch and the end of the call, had him terrified.

He knew she'd been planning to drop off the money tonight, but hadn't planned to meet her for another hour after she was done. His Spider Sense was going crazy, and he _knew_ something had gone wrong.

It took him twenty minutes to get to the apartment building. He hit the ground, arms burning from the exertion of his travel. He found her watch that he'd given her—some really sleek Stark Tech, but free of any sort of tracking capabilities— crushed on the rooftop just outside the rooftop entrance. A panicked déjà vu clawed at his insides.

Where could she be? Who would have attacked her? Who _could_ attack her? She was...she was unbeatable.

Instinctively, Peter knew it was Tombstone, but there was only one person who could have linked her to this time and place to attack. Some quick interaction with his suit's extensive web and police record database access gave him the address of Aaron Davis. Unfortunately for Davis, he lived on the top floor.

Peter raced into the building, found the right room, and just knocked the door in.

"What the fuck?" the man inside cried from his couch, startling and stumbling over the armrest as he scrambled away. Peter webbed the man's hand without missing a beat and tugged.

"You again," Peter growled, recognizing the man from three or four years ago. He'd caught this man trying to buy weapons from Vulture's crew. "Where's Cat?"

Davis crawled to his feet as Peter got to him, and Peter grabbed him by his coat and lifted him a few inches off the ground. "You got better at this," Davis said, voice shaking.

"Talk," Peter demanded, tightening his grip.

"Can't sell out my new boss," Davis said. "I didn't even mean to _get_ a new boss. I just needed cash faster than Cat was giving it."

Peter growled again and moved to the window and opened it.

"What the fuck are you doing, Spidey?" Peter shot the other end of his webbing to the building across the street. Now, Davis was connected by a long string of webbing to the building opposite them. He held on to Peter's forearm, eyes wild as he looked out the window. Peter lowered him out of it.

Then, Peter shot another web at Davis' opposite hand, and released him out the window. Peter eased him out above the street about 10 feet from the building, attached to the building opposite with one hand, and connected to Peter's web-shooter with the other hand.

"Still not going to tell me where she is?" Peter asked.

"You're not going to drop me," Davis said, the tremor in his voice betraying his words' confidence.

Peter sighed, leaned out the window, and shot the opposite end of his web to Davis' building. Now, the man was stuck, suspended between the two buildings, seventy feet in the air.

"You know how long this webbing lasts from the last time I webbed you," Peter said. "I'm going to go look for Cat now, and you'd better pray I find her and get back here before your time runs out."

Peter turned to leave, and Davis called out. Peter sighed in relief. He would _not_ have enjoyed being called on his bluff. Would've really hurt his pride to pull Davis back in without any information to show for it.

"Wait, wait!" Peter turned back. "I'll give you the location. Just, fucking pull me back in!"

Peter did so, and gasping on the ground, Davis told him the location of Tombstone.

"You know," Peter said before going back to the window. "You don't have to keep turning to this kind of life. Didn't you say you had a nephew who lives here?"

Davis merely glowered at Peter. "He's doing just fine."

Peter nodded. "Hope we don't cross paths again, man."

"Yeah, me either."

And Peter dove out the window, racing to find Cat. Fifteen minutes later, Peter had the presence of mind to observe the building for a moment before rushing in. Out away from the city now, he was in a more commercial district. The area looked like an office park, with Tombstone's building containing a shipping warehouse. Peter imagined the sign on the front "Venture, Inc." was the front for his drug-moving business. He'd need truck storage, and this warehouse would be perfect for it.

He swung down below, found a window, and snuck in.

Peter stuck to the ceilings and the walls. Moving trucks sat inside the closed garage doors. No one wandered the floors, so Peter pressed on to the doors opposite the garages, leading to the offices. Stealth would be difficult, so Peter readied himself for quick action.

He opened the door and crept down the hallway. Only a few of the lights in the hallway were actually on. With each step, Peter's heart grew louder. Not from fear of an ambush, but for fear of what he'd find. He had the distinct feeling he'd done something like this before, though he couldn't remember when for the life of him. He just recognized the absolute dread at potentially losing someone he...he what? Loved?

He's not sure he can say that word—not when he only knows a piece of her, and she him. But he'd be no less devastated if she were hurt.

His Spider Sense tingled as he passed a room, so he turned inside, hands at the ready for action. There was a body on the ground. A man, with a gun in his holster, like he'd never seen the attack coming. Peter flipped him over to see him unconscious. And a familiar earring stuck in his neck. Peter pulled it out, recognizing it instantly as Cat's—and one he had almost jokingly been wary of for potentially being a tranquilizer dart.

He looked elsewhere in the room and found a pair of shackles against the wall. Peter walked over to inspect them, and found them open. With Cat's other earring in the key slot, where she'd clearly unlocked them. Peter felt himself smile, relief flooding through him.

He heard distant shouting and a gun shot, and bolted back into action. He tore off down the hallway to the stairwell, and followed the noises up two floors. He burst into a lobby—the first well-lit room of the office building—and joined the chaos.

Two men were already down, one with a bullet wound in his leg, the other knocked unconscious with a bloody gash across his forehead. Peter knew the handiwork of Cat's forearm bracers when he saw it. Cat was engaged with three other men, dancing between their punches and kicks with the grace of a ballerina. Peter immediately webbed one of them, pulling him away from the brawl. Cat put the other two down quickly.

Then something blindsided Peter—it hit like a train from behind. He flew across the room, and he knew his bruises would match his suit's reds and blues very soon. He scrambled back to his feet to see Cat dodging a running tackled from Tombstone, and Peter realized who had done such damage to him.

Cat leaped onto the Crime Boss's back, and got several quality knees to his lower back. He cried out in pain and reached awkwardly for her at his back. Unable to reach her there, He grabbed at her head over his shoulder, and flung her over his shoulder. Peter moved to catch her, but she turned and flipped over Tombstone's head in the most acrobatic of moves. As she completed her Barani flip, Cat thrust out her knee right into Tombstone's forehead, and the man dropped like a sack of potatoes.

She landed in a three-point stance, and Peter realized her hair had changed colors. No longer silver-white. It was brown. Brown and curly like MJ's hair. She stood and turned to Peter.

"MJ?" he asked, disbelieving. Instead of Cat, wearing a mask, MJ stood there, wearing Cat's costume sans mask.

MJ's eyes widened, and stared at him, mouth agape. "How do you...how do you know me?" she asked.

A man groaned at the side of them—likely the one with a bullet wound—and Michelle cast her eyes around. They landed on Cat's mask, gripped in Tombstone's hand from when he'd grabbed her head in a hold.

She grabbed the mask, reached into Tombstone's pocket for his keys, and then nodded for Peter to follow her out the door.

He followed obediently because there was nothing else to do. Nothing made sense. And as he stared at her, running down the hallway, mask in her hand, Peter _knew_ the mask was important. He _knew_ there was a connection to be made here. But he was literally incapable of connecting the ideas that MJ appeared where Cat had been, and MJ held Cat's mask. It just didn't make sense.

MJ reached a door and used Tombstone's keys to unlock it. They hurried inside into an office room, and MJ moved to the computer at the desk. "MJ...how are you here?" Peter asked.

"How do you know my name?" she asked.

"I know you," Peter said. "The person under the mask does, anyway. What are you doing dressed like Cat?"

She looked up at him, away from the computer, and then down at the mask. She laughed out loud. "Jesus, this magic stuff is terrifying. You really can't figure it out?"

"Figure what out?" he asked, feeling like he should know. His head hurt, and he held it in his hands. MJ's eyes grew concerned.

"Spider," she whispered. "I'm MJ. And I'm The Black Cat."

And like a window opening to a gentle breeze, Peter felt his mind clear and the dots finally connect. MJ typed away at the computer, chancing small glances up at Peter as he worked through the new information flooding his mind.

Of _course_ it was MJ! Silver-white hair and a partial mask should never have kept him from seeing her. He knew the curves of her body as both Spider-Man and Peter—each having spent their fair share of time tracing them. He knew the lines of her neck, the skin of her collar bone. He knew her smile and he knew he smirk. And those eyes. Yes, Peter knew her eyes.

And he let out a joyful laugh. Because he needed her to see his now, too.

"What?" MJ asked, a half-smile forming at his reaction. She still wore concern and hesitation, likely worried over how Spider-Man knew MJ.

"MJ," Peter smiled. "All this time...all this time I thought I couldn't be my full self with you. Destined to half-truths and a half-life with you. And half-truths and a half life with Cat." He pulled off his mask. "I should have known I was falling in love with two halves of you this whole time."

"Peter?" MJ stared at him, and he saw his previous confusion in her eyes. He shook his head in wonder at Dr. Strange's magic. He'd have to go have a talk with the man and make sure he wasn't abusing this massive power. But for now, all he could do was laugh in absolute joy and rush around the table to MJ.

"I'm Spider-Man, MJ," he said. She stood, and he gathered her in his arms. Forgotten for the moment on the computer screen was all the information they'd need to take down Tombstone.

"Peter," MJ said, a beautiful smile blossoming across her face. And Peter saw it in every emotion passing over her. The same understanding. He thought he'd never be able to tell MJ about Spider-Man, for fear of putting her in danger. But MJ was Cat, and look what she'd just done here. He didn't have to fear for Cat the same way.

And he'd thought he wouldn't be able to tell Cat about Peter, because _surely_ Cat couldn't be the kind of girl Peter needed.

MJ reached up and ran her fingers through his hair, and stared deep into his eyes. _Cat_ could touch his hair now. _Cat_ could look him in the eyes now!

They kissed, deep and slow. And somehow, despite kissing this woman for two months now, it felt completely new. Because they were Peter and MJ now, every bit as much as they were Spider and Cat. And Peter knew he was in love with this girl who could hold his hand when Peter reflected on his parents, or Ben, or Tony—but she could also have Spider-Man's back when the next Supervillain of New York struck.

He pulled back from the kiss, and they rested their foreheads together. Peter breathed her in, and couldn't stop smiling.

A sound from down the hallway shocked them out of the moment. They laughed together, unable to take their eyes from each other for more than a few seconds at a time. "Let's get this data," she said, "And then get out of here."

"Not the penthouse," Peter said, firm. His heart thudded in his chest. "My place."

She kissed him again. "Your place. But I'm not taking the stairs."

-0-0-0-

_Peter entered her hospital room, hands shaking at the conversation he knew he had to have. He prayed he had the strength to have it._

_She looked stronger now. The doctors told him she was well on her way to a full recovery. He was glad. Soon, it would be like none of this ever happened. It was better that way._

_"Hey MJ," he said, and pulled a chair to the side of her bed. Michelle's eyes were beautiful. But right now, they held a storm._

_"Doctor Strange told me about your stupid plan," MJ said bluntly. He loved that about her. He loved everything about her. "You're not making me forget, Peter. You don't get to make that choice for me."_

_"So I can't let anyone forget?" he asked her. "I can't make that choice for anyone?"_

_MJ faltered, clearly not expecting this response. She'd been ready to fight for herself, but not for everyone else. "It's different and you know it."_

_"The same debate," Peter said tiredly. He'd had it with himself a dozen times. "Different levels, I know. But the same debate. Do I have the right to make people forget about me? To mess with their memories in the name of their safety and mine?"_

_"Beck gave them something they didn't deserve," MJ said._

_"And you deserved it?" Peter asked. "With all the pain that came with it?"_

_"I'd take it all again."_

_Peter's stomach churned, and his resolve hardened. "I know," he said. He reached out and grabbed her hand. "I would too. Which is why we've got to both forget."_

_MJ didn't respond immediately. She shook her head at him, studying him._

_"I can't believe you want to forget me. Forget us," she whispered at last._

_"_ Want _to?" Peter asked, aghast. "No, MJ, I don't want to forget us. I_ have _to forget us. You were tied to a fucking wall for two weeks because I couldn't resist the memory of you. Because I was too weak to stay away when I_ knew _I needed to stay away. I'm so in love with you, MJ, and I need to forget it. Or we'll be doomed to repeat it."_

_Tears fell from her face. They matched Peter's. It was the first time he'd said the words out loud._

_"I love you too, Peter," she said, and Peter's heart broke even as it swelled. "There's another way, though."_

_"No," Peter replied without pause. He would not let her join SHIELD and sign her life away._

_"Don't interrupt me," she growled, and Peter apologized immediately. "The good Doctor Strange has offered me an alternative. So I can get in on some of the super serum action without having to join SHIELD."_

_"Really?" Peter asked, momentarily shocked out of his argument. Because that would mean..._

_"I'll be safe, Peter," she said. "Well, as safe as anyone can be. Cap was in plenty of danger but always came out alright."_

_Peter's heart beat thundered in his ears. Could this...could this work? The potential of not having to say goodbye to MJ felt too good to be true._

_"I...I know you, MJ. You won't just live your live normally if you're enhanced."_

_She shrugged. "No...I imagine I'll be out on rooftops with you, loser. I admire you too much not to assume I'll do the same thing if I'm capable."_

_He shook his head. "I can't make you do this, MJ. You'll be completely changing your life for me."_

_She nodded. "Yeah, in the sense that this wouldn't have been an option without you. But I want this Peter. It's my choice."_

_"But it feels like I'm forcing it on you, MJ."_

_She rubbed her temples. "You're not, though."_

_Peter had too many thoughts running through his head. He felt so thrilled at the thought that MJ could join him in his eternal battle for New York. But shouldn't that thrill worry him? Like it was blinding him to the fact that MJ would be throwing her life as she knew it out the door?_

_"If I told you right now I had a way to remove my powers so we could be together, what would you say?" Peter asked, honestly wondering._

_She shook her head. "It's_ not _the same thing, Peter! You're meant for bigger things than our relationship."_

_"So are you!" Peter said. "Powers would get in the way of what you can do for the world."_

_MJ stared, wide-eyed at him. "You really believe that?" she asked. "You think becoming super would_ limit _me?"_

_"They have a way of getting in the way of things that are important." He squeezed her hand, their relationship a perfect example of what he meant._

_"I can do both," she said confidently._

_Peter laughed. "You know what...if anyone can, it's you. But Michelle, I'll always think I held you back, even if I don't. I'll always hate myself."_

_"And I'm still going to do it. Is that proof enough that this isn't about you or because of you?"_

_A silence fell on them. It was heavy, and filled with an inevitability. Peter couldn't answer._

_"What if you forget?" MJ asked quietly._

_"What?" Peter asked. Wasn't that already his plan?_

_"I believe in me," she said. "I know this is my choice, and I'm confident in it. You seem to believe in me," she waited, and Peter nodded. "You just don't believe in yourself, Peter."_

_"Right," he said, sitting up straighter._

_"So you forget your role in all of this."_

_It felt like a cheat. Like he'd be bypassing his responsibility. But Peter also saw the determination on MJ's face. She was going to do this, whether she got his blessing or not._

_Her face grew softer, even if her resolve didn't fall. "Peter, the turmoil you're going through is one of the reasons I love you so much. You're so_ good _, and caring. You're putting everyone before yourself. Just this once, let me do it, too."_

_Peter's lungs didn't seem to be working right. Like he couldn't quite get full breaths of air. This idea was too tempting, right? It couldn't be right. "So, you'll just come find me?" he asked. "Make me fall in love with you again?"_

_MJ sighed. "Honestly, I think I need to forget, too. I don't want any part of manipulating you into loving me again."_

_"But," Peter hesitated. "Doesn't that defeat the purpose? We're doing this so we can still be together."_

_MJ looked thoughtful. "We're both planning on going to ESU," she said. "And like I said, I know I'll be out helping people like you. Two heroes in New York—city would get pretty small for people like us."_

_It felt impossible, but somehow certain. The scientist in him wanted to scoff at the idea, but it felt so_ right _. And when she said 'people like us' his Peter Tingle went off. He felt a wave of inexplicable confidence. "We'll find each other again," Peter said, and cupped MJ's cheek with his hand._

_"And we'll fall in love again," MJ agreed. She leaned forward to kiss him._

_Outside the hospital room, Dr. Strange handed a mask to Nick Fury. The key to SHIELD not knowing her. The world wouldn't know her, either—with no thoughts to ever unmask her. And she'd have no thoughts to unmask others. "If he's going to lead the next era of Avengers, he's going to need her. When she's trained, give her this."_

_Fury sighed. "Why the cloak and dagger?" he asked, looking at the mask. Strange resisted rolling his eyes at the man's hypocrisy. "Forcing us not to recognize her seems a little extreme. Do you not trust us to let her go?"_

_"No," Strange said. Fury glared. "But more importantly,_ she _doesn't trust you to let her go. She'll only agree if we get her the mask and the anonymity."_

_Fury turned to the hospital room window, and looked in on the young people. "And you really think he'll fall for her again? Lightning doesn't often strike twice."_

_"Thrice, I think," Steven Strange said with a smile. "They'll fall in love three times when all is said and done."_

-0-0-0-

Michelle climbed through Peter's living room window. She walked to the kitchen and set the thumb drive on his kitchen counter. It was vital to get that data to the FBI. But it was also late. They wouldn't read an email until morning anyway. Peter climbed in after her, and they stood across his living room, staring at one another.

Peter pulled off his mask and smiled. How absurd it was that she had seen so much of that smile, those lips, and that unforgettable jaw line with the partially lifted mask, and never been able to make the connection to Peter. And his lame quips! Those had Peter written all over them. How had she not seen it? She had to assume Dr. Strange had done something for Peter as well, because the alternative was to question her own intelligence, which she wouldn't let herself do.

They took steps toward one another. Peter pulled at his gloves. Michelle did the same. She reached out and touched his face. Ran fingers through his adorable, curly hair. It felt so silly. They'd had sex a number of times by now. Michelle had touched every piece of Spider except for his hair and forehead. And yet, this felt like their first time touching. For Peter and Michelle, it was in a way.

Peter obviously had similar thoughts. He ran his thumb over her cheekbones, just under her eyes. Where her mask had covered. "Michelle," he whispered, awe in his voice. His eyes flitted to her hair, and he shook his head slightly as he carded his fingers through it. She leaned forward and caught his lips in hers. Gentle and searching. He kissed like Spider-Man. But again, somehow, it was different. She felt more of him. More than her partner in crime—or anti-crime, she supposed. More than the other hero of New York, bonded in duty and purpose.

She pulled back from the kiss, and they smiled at each other once more. Michelle had a feeling her cheeks would be tired by the end of all of this. She pulled at his suit top, and together they tugged it over his body. Somehow, knowing it was Peter made MJ appreciate his body more. When it was just Spider, _sure_ it was hot, but he was a super hero. Of course he should look like this. But on Peter, those cut abs and toned chest sparked a new kind of fire in her. She ran her hands over his stomach, digging her nails in just enough to make Peter hiss.

"Fuck, MJ," he cursed, and Michelle palmed him through his suit. He was hard already. A wave of desire rolled through her at the evidence of his. She wanted him so bad. Her best friend aching for her.

He unzipped her suit, and they made quick work of it, leaving it crumpled on the floor of his living room. Peter scanned her, up and down. She loved when he did that. Both as Spider and when Peter had snuck his glances.

"Michelle." His voice was hoarse, and her name seemed the only thing he was capable of saying. He ducked back in for another kiss, but it was much less soft this time around. Open mouth, tongue pressing through her lips, he seemed intent on devouring her. Michelle couldn't wait.

He palmed her breast with one hand, the other wrapping around the small of her back and pressing her hips to his. She felt his erection press against her and moaned into his kiss. She threw one leg over his hip to give more freedom to rub against him. His hands moved to the back of her bra and he broke the kiss just enough so he could concentrate on the important task of undoing the clasp.

"MJ," he whimpered, and it didn't escape her notice that he couldn't stop saying her name. He threw the garment aside, and kissed her again. His hand returned to her breast, and he glided his thumb over her nipple. Nerves alit with each pass, and she ground against him harder.

He pulled back, and they took turns divesting each other of the rest of their clothes. She took his suit and underwear in one swift motion. He sprung free, and then batted her hand away when she went to touch him. He took her underwear off, next, kneeling down as he brought the thin fabric over her hips and down her legs. He moved slowly back up her legs after she stepped out of her last item of clothing, pressing kisses to her calf, her knee, the inside of her thigh.

"Michelle," he breathed out against her when he reached the apex of her legs, and pleasure shot up her spine. He kissed her, licked into her, wrapped his lips over her and _sucked_.

She ran hands through his hair, lost for just a moment in the euphoria of him. But then she remembered the way he'd batted her hand away from pleasuring him. No. They would do this together this time. She tugged at his hair, and Peter stood obediently. They kissed, and she tasted herself on his lips.

She hiked her leg over his hip again, and he slid right into her. He felt familiar inside of her, but the name on his lips was different. "Michelle!" he groaned into her neck.

"You keep saying that," Michelle laughed, and she brought her other leg up to straddle him. Michelle liked that Peter was on the shorter side. Gave him a solid base for sex standing up. That and super powers, she supposed. "You got a thing for my name or something?"

Her cupped her ass and lowered her onto him as deep as she could go. He paused, and looked up at her. He had the brightest smile on his face—it almost didn't belong with the fire in his eyes. "Yes, Michelle," he said. "I most definitely have a thing for your name. But don't worry, I'll still call you Cat sometimes."

Michelle's heart thudded happily. "You're such a dork."

She rocked against him, and his grin slowly faded into something darker, more predatory. Together, they lifted her up and down. She wrapped her arms around his neck, and he buried his face in her chest, pressing hot kisses to her skin between her breasts. She lifted her face to the ceiling, closed her eyes, and let herself bask in the feeling of him filling her.

She found herself saying his name, as he had hers. "Peter." How wonderful it was to be saying his real name. The name _she_ knew, that the city of New York didn't. He pumped into her, and she felt the sweat gather on his body and hers. She leaned back to get a good look at him, and his eyes found hers.

And then he slowed, and lifted her from his hips. "Let me get a condom," he said, and she was grateful he remembered. She moved to the couch and remembered the conversation she'd had with Peter over a month ago, when he'd been torn apart about 'someone else' keeping him form Michelle.

She watched him put on the condom. "So, I was your 'someone else' right?" she asked with a grin.

He smiled back at her. He pressed her to the couch where he'd been between her legs last time. She lay down and he climbed on top of her. "Only another version of you could have kept me from you," he said, and pushed inside of her.

He moved slowly inside of her. They weren't in a rush. And Michelle was grateful. It allowed her to look him in the eyes as they made love. They'd kiss, and run hands over skin, stoking the flame within them, growing ever hotter with every kiss and declaration of adoration. She teasingly called him Spider, and he responded by biting her neck, and calling her Cat. The coils within her tightened. But those titles were only used once.

Mostly, they moaned each others' real names, so grateful they were to have them on their tongues.

They were no longer four people, trying to live as two. With him seated deep inside of her, lips pressing languid kisses to hers, Michelle thought they weren't even two anymore, but one.

The tempo gradually picked up pace. Peter's whispers to her urged her forward. Her body responded, a pleasant pressure peaking within her. "MJ," he said, hoisting himself up on his elbows and thrusting hard and fast. "MJ, I want you to come around me."

"Peter," she panted, not sure how to say more than his simple name. She bent her legs high, and rested the heels of her feet on his firm backside. She pressed him into her even harder.

"Fuck, MJ, come with me," and she felt him throb within her.

Something tight snapped and a wave of pleasure crashed through her. "Peter!" she cried out, and saw white behind her eyelids.

When the waves abated, and she found herself again, Peter was collapsed into her, sweating and still panting. His head fell on her shoulder, turned away from her.

"Sorry I'm crushing you," he muttered, but made no move to shift his weight.

She only clutched him to her. "Don't you dare move."

He chuckled, and turned his gaze to her. Those beautiful brown eyes full of only honesty. "I'm so in love with you, MJ."

Sappy, caught up in their orgasm, Michelle didn't care. "I love you, too," she said through a smile and pounding heart. "Even though you're a fucking dork."

He laughed. "You love it."

She nodded. "And don't you forget it."

**Notes for the Chapter:**

> I had an absolute blast writing this fic and for this fandom. My deepest thanks for everyone who has been so supportive throughout all of this. It's been a great fandom to finally write for!
> 
> As I was writing the fic, I made a conscious choice to skip a lot of time in between chapters, even if it required more exposition than I'd normally prefer to write. The main reason was that I had this crazy amount of motivation for this fic, and I wanted to be able to write the whole thing before the motivation dried up. And I'm so happy with what came of it. That said, it has left me wanting to write more. I will be thinking about this Peter and MJ a lot, and hope to come up with some future adventures for them to go on. I kind of love the idea of a power couple beating up bad guys while they bicker about what to make for dinner later.
> 
> Anyways, I hope you enjoyed the conclusion, and hope to see you all again!


End file.
